To Fight the Whole World
by TotallyCaptivated
Summary: They were tested. Branded. No one ever escaped the labs until now. And every one is looking for them. There's no where they can hide. AU
1. Prologue

**Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'. **

**A/N: TOTAL AU! None of the characters backrounds matter anymore, just read this with an open mind and lets hope I get some reviews to keep writing this. To be honest, if I don't get feedback, my stories don't last very long. I apologize in advance it that does happen. **

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><p><em>T<em>he labs were common now. They were scattered around the globe, all of them located in giant cities and capitols around the world. They were large and white and starch, and they were meant for some of the most "special" patients on earth. These patients had been deemed mutants over the years. They were sent to these facilities by their parents, or taken by force if their powers ranged from a level three or four. A level five had yet to be recorded. The mutants are branded, like animals, with a small string of numbers on their left forearms. The labs test on them in the order of their numbers. It is nearly impossible to escape from these cells, the confinements designed to match that of the mutant's powers. There was no escape for them. Not until four months ago, when two level four mutants were able to slip past the guarded perimeters, freeing whomever else they could on the way. Only the strongest had gotten away alive, or at all. Those mutants were being searched for now, their numbers tattooed on their arms as a permanent reminder of who and what they belonged too.

_T_his is their story now. Let's hope they live long enough to make this interesting.


	2. His name

**Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'. **

**A/N: Thanks for the reviews! :) Sorry this chapter isn't so long, they'll grow progressively longer as the story goes on. **

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><p><em>T<em>heir bare feet slapped against the wet brick in a tuneless remorse, her hand sweaty and wet in his, and if he could stop her from shaking he would. Her blond hair stuck in drooping ringlets across her round cheeks, which were flushed from the cold and the stamina wasted to miles of running. He was having trouble seeing beyond his chestnut drenched bangs as well, and the apartments loomed overhead in the dark drained sky.

"I-I can't…keep running like this Charles! We've lost them, h-haven't we? We MUST have!" Her voice cracked, sobbed and broke, and he just pulled harder on her arm, clicking his tongue in an exhausted attempt at making her be silent.

"Raven, not now, dear. Please, just-just stay quiet a while longer!" Their panting breaths and thudding feet were all that Charles could hear, and right now he assumed that was a good thing. Ducking away from the bright light of a street lamp he pulled her into a nearby alley, and together they collapsed against a damp brick wall, trying in vain to stop the cramping of their lungs and the rush winds of their breathing.

"I need quiet Raven." She nodded, licking her lips and biting down in pure guttural fear. Charles inhaled slowly; pressing bloodied fingers to his temples as he tried his upmost to focus, _focus _on any minds that may be close by. He heard none that were of any importance. He let his hand fall, knuckles dropping with a dull thud onto the rough cement and Raven let out a choked sob as she fell onto his shoulder.

"We just need to locate a hotel Raven." Charles gasped, noticing the blue tint coming back to her skin, the burnt brown yellow appearing in her eyes. "Try to hold that form for just a little while longer." As they made their way discreetly through the streets Raven caught Charles running a trembling finger over the numbers engraved in his arm. She dropped her gaze, tears stinging her eyes as she absentmindedly touched her own burden. There was no turning back.

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><p><em>I<em>t had been almost too easy to bend the gates, crash the walls, and escape with at least three other mutants that Erik really couldn't give a shit about. He had broken into a clothing store not fifty miles away from Lab #2343, and even with all the commotion there he was unseen. The other mutants were lost a while back, and as Erik made his way through the rainy streets, new shoes squeaking against the pavement, he only thought of one thing: How to kill the one who was behind all this, behind the labs, the experiments… behind the _death_.

_T_he buildings around him towered, like all the others that had stood above him in his life, and somewhere nearby a streetlamp flickered with profound outer shock. There was a hotel a ways up, small and somewhat quaint, and Erik was immediately relieved that he had bothered to break into the stores register. And safe. He strode into the upcoming building, trying his hardest to ignore the throbbing pain in his temples and sides because of his over exertion. He got a small room on the top floor. It had a good view of the street, of the roads that turned into it, and some of the alleys. In other words: it worked.

_H_e sat on the bed; its springs creaking with his added weight, and Erik ran a large calloused hand through his wet hair. He couldn't help but smile then, looking around at his surroundings of warmth, comfort, and safety. Then he began to formulate his plan. He leaned back against the wall, still stretched out upon the bed, and thought. No one knew who ran the camps. Only rumors had it that it was a man, tall, middle aged. That was it. No more leads. Erik was sure the man was on the news, of course things as big as the labs would have had to have made it on air, but he hadn't seen a television since he was six. Erik sighed; eyes adverted up to the cracked cream-colored ceiling. Grudgingly, Erik pushed himself off the springy mattress, and stumbling slightly, made his way into the tiny run down bathroom. He had to get this blood off his hands.

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><p><em> C<em>harles wasn't accommodated to stealing over twenty thousand dollars from his parent's savings but in all honesty, at his moment in his life, he would do anything for a nice room and a decent bed for him and his sister. And he was glad he did it too. Raven had begun crying as soon as she had touched the bed, the pillows, and he new clothes. She was sobbing by the time she saw the shower. Charles just opted for holding her, letting her get her happiness out by her means of tears, and the steady drumming of the rain soon grew louder than his sister.

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><p>"Scratching at it won't make it go away." Raven froze, nails dangling just above the now reddened numbers on her flesh, and she dropped her hand almost guiltily as Charles reached his fingers out to brush her knuckles.<p>

"You scratch at yours too." Charles made no retort, just slowly lowered himself onto the bed beside her.

"I wasn't just now though. Was I?" Raven stared hard, brown eyes clashing, one pair real the other only hoping they were.

"I hate these numbers. They're so ugly."

"It wasn't exactly they're point to make them attractive." Charles replied, voice soft as Raven ducked her head, her blonde hair showing streaks of shorter red.

"I hate them. They're ugly too." Charles gave an amused laugh, leaning back his head to gaze up. They were silent for a while, just listening to the thunder and streetcars and horns.

"We did it." Raven murmured, and Charles could barely make out her words. "We lived through it, Charles. We're out." Charles' gaze softened and he leaned into his sister's side, something that she would normally do.

"Yes, we did, Raven. We're out," His gaze fell to the numbers on his arm, they're inky blankness driving him mad. "And we're never going back."

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><p><em> E<em>rik figured that is he would leave, move to hotel to hotel each night, different name each time, which he would be safe. Not safe, exactly, but he would have enough time to try and research this man. Erik was stretched out across his temporary bed, thoughts a swirl of madness and control, and he just kept clenching and unclenching his hands. They still stung. They may catch him, may hurt him again, and try to really, because now the confinements of his damn plastic cell weren't holding him back, but they could never bring him to those places again. For that he was certain. He would leave early in the morning. He would discover the man's name, research his face, and go after him. It was simple, oh so simple to find this man, Erik reasoned. After all, if you had so much "fame" go to your head, who would want to hide it?

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><p><em>C<em>harles had never felt so… _clean _before. Raven had collapsed onto the bed after a two-hour shower, her breathy slow and calm, and for the first time in his life Charles saw her smile tonight. She was beautiful when she smiled, Charles concluded as he laid, muscles groaning, in bed. He turned his gaze out the window, watching the sky turn just a lighter shade of grey. What time was it anyway? Charles had no idea. Nor did he care, at this moment. He was just content to be away from those places, to never have to go back. But as he tossed and turned in the small bed he realized something: the labs would be open as long as there was someone in charge who kept them open. And this sudden realization made Charles' stomach twist in a sickening knot, made him clutch the thin sheets tighter in his weak malnourished grip, and he felt like a failure all over again. They weren't safe. They never were. Charles heard Raven begin to move, squirm in her sheets as the distant forlorn sound of police sirens rang in the distance. He soon felt an added body scrunch up next to his, the bed dipping slightly with the added weight, and he instinctively wrapped a protective and reassuring arm around Raven's thin waist. The sirens grew, then dispersed, then grew loud again, and he just watched his sister sleep, her being to tired to change her form. Her blue skin reflected that of the rain, and Charles couldn't help but feel lost. What now?

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><p><em>I need to find him! <em>

Charles stirred, the voice entering his mind was deep and raw, and it made him shiver as it echoed around in his skull.

_His name—would she know? No. Dammit! _

The voice was getting frustrated, uncontrolled, and Charles immediately felt a familiar tingling. Another mutant. What were they looking for? Were they in one of the labs?

_He knows. I don't care about the history, fuck. Just tell me—Oh. _

Charles was flooded with the feeling of pure rage and happiness, such an unusual combination that it left him breathless.

_The bastard's name is Sebastian Shaw? An ugly name for an ugly man- _

He concentrated harder, trying to pick it out this mind again from the other thoughts that soon came crashing in, but when he no longer felt that calming buzz he gaze up. That voice disappeared along with the first good feeling he'd had in his mind for a while.

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><p><strong>Reviews are greatly appreciated. <strong>


	3. Heart Break

**Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'. **

**A/N: Thanks for the reviews! :) Sorry this chapter isn't so long, they'll grow progressively longer as the story goes on. **

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><p><em>T<em>wo days. Raven had been keeping track. Two days since they escaped, and it was only now that the medication that they had given Charles' had started to kick in. His head was reeling. It was like the worst possible migraine, two boulders mashing his head into mushy bits, and he couldn't even find his voice to scream. He clutched at his hair, fingers frantically scratching against the tender skin of his scalp, and the voices of everyone within a hundred mile radius felt like they were screaming. They were loud; the voices were so _so_ loud… and even as Raven tried to comfort him it only made the screaming in his mind worse. Images flashed, so bright and fast that Charles could barely make them out. But in the end, he really didn't have to. They were memories of the labs, of doctors and their groping hands, of nurses who promised sweet things and delivered it with pain, of medicine and duplicating DNA, bodies dead, they were falling like flies…

"Charles! Oh god, what did they give you this time?" Her voice was blending in with all the others, the thoughts too intense, so personal, so direct that he couldn't breathe. Charles' gasped out, head hitting the plastered wall, and a dull thud echoed around the small room. The voices slurred for a moment, but they stopped, and Charles' needed that result again -for them to cease. His head struck the wall again, and soon again, and even though he felt Raven's hands gripping his shoulders to pull him back he needed that release once more.

"Stop it! Charles, that's _enough_!" He tasted the blood from his nose, the metallic taste sending him spiraling back into reality and he collapsed onto Raven. She stumbled backwards, trying to hold him up and to not fall and hit her spine on the corner of a nearby nightstand table.

"Charles?" Her voice was hoarse, terrified and shaky, and Charles could feel his hands quivering uncontrollably.

"I…" He was dizzy, and nauseated, but the voices had tuned down to their usual quiet buzz. "I believe I am-" But he couldn't get the words out. Not over the fierce hot bubbling in his stomach and he rushed over to their bathroom, retching nothing but stomach acid into the round porcelain toilet. Raven came up behind him, holding back his bangs and rubbing soothing circles on his sweat drenched back as he hurled again and again and again.  
>"God, what did they do to you?"<p>

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><p><em>S<em>ebastian Shaw. Owner and founder of the labs, idealist of a world free of "parasites" and according to top news reporters today he was living in his own room off of one of the labs in Chicago- what the perfect place to be. Erik wiped the blood from the tips of his fingers; some of the crimson caked dry under his nails so there was no helping that. It had taken more effort to find out where exactly this lab was located though, and for that Erik was slightly frustrated. He blended in well with the crowds of humans, keeping his jacket pulled up over his forearm to hide his mark. Thank god it was chilly out. Fall maybe? Erik adjusted his jacket slightly, turning and walking toward an alley jutting off of one particularly busy street. He passed a small candy shop on the way, bright and colorfully exultant, but the sign on the door ruined the stores fake cheer: "No dogs, No mutants."

_H_is eyes narrowed at that, his blood pounding slightly louder in his ears but he said or did nothing. He would not draw any attention to himself here, not in the midst of all these people. He turned into the brick walk between two tall buildings, the noise from the street dying down somewhat. It was strange, this alley. The roofs of the buildings seemed to dip toward each other, over and down, as though to hide this little passageway from aerial view. He was nearing the end, dumpsters and garbage all but disappeared, and the only thing he could hear now were the sounds of his shoes clacking against the bricks. There was nothing ahead of him when he looked up again. Just a wall, blocking all his motives in one fell swoop-had it always been there? Erik turned, studying the wall to his left and then his right, a small metallic box catching his eye. He strode towards it, noticing how the rust affect of the box could make it seem as though it was part of the brick.

_T_here was a dim keypad under a thin screen, numbers on square metal buttons. Erik didn't hesitate to punch in his number: 214782. The wall disappeared.

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><p>"What did they do?" Charles rested himself up against the tiles on the bathroom wall, trying to calm his mind and catch his breath. He could think again, at least.<p>

"I'm not sure." Charles' flinched at how rough his voice sounded. "It was just like reliving my time there, Raven. I felt absolutely everything." Her eyes darkened considerably, teeth gritting together in a snarl and blue flashed over her skin.

"Sick, dirty bastards!" Her voice echoed harsh around the bathroom and she reached forward to feel Charles' forehead. "You're warm." She hissed, eyes shifting yellow, and Charles gave her a weak smile.

"Raven, my dear, calm your mind." Her eyes hardened and then she sighed, the blue tint leaving her skin with time. After a moments thankful silence she spoke again.

"Just erect a barrier like you did with me, Charles. It keeps my darkest memories out. Do the same for you." Her voice was almost pleading and Charles studied her concern-laced eyes.

"Its hard enough to do it to one person. I highly doubt I could do it to myself." He gave a small smile, sad and worn and he slowly rested his head on the cool wall.

"I'll just have to go mad." He said this lightly, teasing almost, but Raven just felt her heartbreak…and Charles heard it.

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><p><strong>Reviews are greatly appreciated. <strong>


	4. Can you hear me Our connection is static

**Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'. **

**A/N: Thanks for the reviews! :) Sorry this chapter isn't so long, they'll grow progressively longer as the story goes on. **

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><p><em>E<em>rik stepped cautiously forward, feet squeaking against stone in protest as the German man made his way through the now open space of where the wall used to be. An illusion? Possibly. There were some mutants with that unique gift, but why they were trying to hide the lab instead of working on being found was beyond him. No one on the streets seemed to turn their attention to him; they didn't even spare a glance toward the alley. Interesting. Erik looked forward one more time, a concrete walk leading up a few hills, and Erik was almost certain that this wasn't supposed to be in Chicago. It most likely wasn't even in the city. Without any more hesitation he began walking toward the white stone building a ways down the walk.

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><p><em>R<em>aven couldn't exactly help but to want to get out of the hotel room and explore where they had run away too. Charles had insisted upon his coming but she literally locked him up in the room for good measure after a short-lived argument on the dangers of going off alone. Not just because of the obvious mutant problem, but because "she was a young girl alone in a big city". She had a simple solution to that "young girl" problem. So Raven did the natural thing. She shifted into a man. One she had seen once before on the street through the window. She had found him cute, so she took on his dark short hair, chocolate eyes and skinny slim jeans. To be honest with herself she was proud. She'd never exactly transformed into a man before, so this was a whole new feeling.

_T_he streets were crowded, more so than she would have initially thought, and she bustled with the rest of the humans across the streets and into stores. She had to have new clothes. The ones she had on were decent, better than the scratchy, indecent material and manner of hospital gowns. She breathed in deep, letting the filled air soak in as she entered into a small boutique on the other side of their hotel. She didn't want to wander to far away. She was a little scared after all.

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><p><em>C<em>harles had wandered back into the bathroom, his head ache coming back, not as strong, but his mind still throbbed. He stood over the sink, hands on either side of the white porcelain. Slowly, almost hesitantly, he turned on the tap, listening to the flow and splash and fall of the water before he cupped his hands under the stream and splashed some of the cold liquid onto his flushed cheeks. That felt better. Much better. He glanced up warily, taking in his reflection in the mirror. Dark circles aligned under his blue eyes, which had seemed to get brighter as soon as he left the labs. His face was flushed though, and he was sure he had a fever. He reached forward to turn off the water and as he did he felt a searing pain. It screeched in warning through his ears and echoed tauntingly around his hollowed skull. He gasped, dropping to his knees as he focused on the low voice through the siren.

_I_t was familiar. It was of alarm. And he felt a push, as though his conscious had been shoved, and he wasn't seeing the white walls of the bathroom anymore. He saw a cement walkway, new and well kept, and the all to knowable sight of a tall long white building squashed between small risen hills and overgrown shrouded trees. Whosever mind he was seeing through now was walking quickly and quietly, impatient yet wary.

_He's in there. _

_C_harles knew that voice.

_Sebastian Shaw is in there. _

_W_ho? Charles stretched himself deeper, sweeping through this man's frantic mind until he understood. Oh—that's who this Sebastian was. And this man…his name…

_There are the gates. Of course they're plastic. How to get in? _

_N_o. Charles understood almost immediately, the man had begun circling the entry of the gates. _Don't break in on your own!_ Charles shouted in his mind, trying and hoping desperately that this man- Erik? - Would hear him.

_There! There **is** some metal there… _

_ STOP! _

_C_harles felt the man freeze, he heard his own voice in this Erik's head, and the man's upcoming fear and suspicion.

_You are outnumbered, my friend. Please, turn back and return another day. I would like to help you; I know what you are going through. We are the same. _

_ You-You're in my head? _

_ I am like you. I am a mutant. _

_H_e heard Erik laugh, but although he did find humor in a humorless situation, he understood the immediate danger and began to step back.

_You're like me you say? So you're after Shaw as well? _

_ Yes. I suppose so. _

_ How are you in my head? _

_ I'm a telepath, Erik. I can connect and read minds. _

_ …Interesting. What's your name, since you already seem to know mine? _

_ Charl- _

_B_ut he was thrown back, away from Erik and back into the bathroom once more. He had lost connection and now his head felt as though it was being torn to shreds. He gasped out, heaving and coughing, and he fell roughly to the tiles, back doubling over on the floor.

_Calm-stay calm_! He groaned, spitting up a stream of crimson red against the white. Great. What **_had_** they done to him?

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><p><em> T<em>he wall returned to its place as soon as Erik walked through the opening in space once more. His head held a pleasant buzz, and while this mutant seemed to find out everything about him he hadn't even managed to get his full name. Erik's fist zoomed out, smashing against the wall next to him and he shook with an anger and frustration that was hard to control. He had gotten there, gotten to the labs and he had just walked away. He had walked away. He had never just given up like that before, had never totally crumbled like this. What the hell did that telepath do?

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><p><strong>Reviews are greatly appreciated. <strong>


	5. Face to Face

**Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'. **

**A/N: Thanks for the reviews! :) They keep me writing. **

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><p>"You're drunk."<p>

"Really? I h-hadn't noticed." She practically spat out the last word, dropping a handful of colorful paper bags onto the carpeted floor, their contents of lace and leather spilling out from its waxy mouth. Her words were slurred, like she couldn't stop lulling her tongue around her speech, and she wouldn't stop blinking. Charles felt nothing but saddened pity…and a little bit of rage. He held that back well though.

"Do you know what time it is, Raven? This is very immature, even for you."

"Aw!" She slapped her hand to her chest, missing her heart by a landslide, and she stumbled and twitched to the side simultaneously. "How sweeeet!" She giggled then, kicking off her leather boots and fell down on the first twin bed. It creaked in annoyance under her weight, and her boots hit the wall across the room with a muffled thud.

"Raven, I was worried. The red in your hair is starting to show."

"Oh, puleez, Charles, stop with all the stupid mothering, 'kay? I'm twenty three, I can do what I…what I want." Charles felt his anger bubbling, and he crossed his arms as he looked at his broken sister. She was a mess. Slowly he reached his hand up toward his temple, index and pointer finger coming together to be placed on the side of his head. She turned toward him instantly then, eyes wide and hazy with alarm, but she couldn't find the strength to lift her up and throw her body at him.

"W-wait, Charles-!"

"Go to sleep, dear." Her hand dropped and her eyes fluttered closed almost immediately. Charles sighed, and gently, he reached forward to slip her out of her warm jacket. He wrapped his arms around her, skillfully unclasping her bra with his left hand while hoisting her up off the sheets with his right. He propped up the pillows and left the sheets to pool at her waist. She was snoring within minutes. Charles moved carefully over to the door, pulled on his jacket, and stepped outside the room with practiced ease. The slid soundlessly shut; although he was pretty sure Raven would be out for a while yet.

_A_ dull thrumming continued in his mind, like a small child's hands were drumming against the mushy matter of his brain. It was irritating to say the least, and Charles was absolutely certain of one thing: He needed some fresh air.

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><p><em>E<em>rik could not lie still for the life of him. His mind was filled with secret alleys, cement walkways and towering loathsome gates. His psyche held a tingling beneath the skin, one comforting and unique, and he had remembered it's feeling earlier on that day. With that telepath, whose name he had not managed to fully hear. He sighed, eyes turning up toward the ceiling once more. What was he doing, lying around? He got up then, the bedsprings creaking slightly and he moved swiftly across the room, opening and soon closing the door shut behind him. He didn't bother locking it—there was nothing to steal anyway.

_T_he cold air hit him immediately as he strode through the front doors of the hotel, streets deserted and streetlamps flickering endlessly. It was strange, Erik concluded as he began walking, how so little people came out at night, and how they swarmed during the day. It wasn't that cold out…

"Hey! You, sir, in the brown jacket!" Erik turned at the sound of his appearance being addressed, and cursed inwardly at the police officer strolling towards him. The man seemed to be quite tall, but he was still shrouded in the shadows of the tall apartments and skyscrapers.

"What is it?" He tried desperately to keep the annoyance from seeping back into his voice but it was just too hard at the moment.

"May you roll up your sleeve for me, sir?" Erik felt himself visibly tense.

"Excuse me?" The man stepped out under the pool of a sputtering lamp, uniform similar to that of a cop's but altered somehow. He wore a visor to shield his eyes, his uniform tight and black, and he had way too many guns for just patrolling the streets.

"Your sleeve, roll it up." Erik scoffed.

"I assure you I'm not-"

"It's procedure, sir. Now, your sleeves… please roll them up." The officer inclined his head, and when Erik didn't respond immediately the man's hands began to hover over the guns holsters.

"Tell me why I should." Erik replied eyes darting around the man's surroundings. He _was_ awfully close to that pole…

"We've lost 'bout three mutants the other day in all honesty, sir. One's a telepath. We need that one back. Just makin' sure you ain't him." The officer's left hand pulled out a notepad from his belt, and held it out in front of him for Erik to see. A line of numbers was roughly scratched onto the paper with a dying pen, and Erik's jaw clenched.

"A telepath?"

"Yes, now if you-"

_T_he pole had wrapped around the man's neck and twisted before he said another word. The officer's limp body fell to the cement with a heavy and dull thud, the glass on the visor cracking some on the impact. Erik bent down; the pole straightening as he did, and he studied the paper on the pad.

-234782

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><p><em>C<em>harles never truly minded the cold. Not now anyway, not when it numbed his mind in the most delicious of ways. He breathed in, breathed out. He was calm now, the pain subdued, the throbbing and drumming gone. Peace. And all it took for him to achieve it was to walk around in downtown Chicago in the middle of the night…how fucked up was his mind? He closed his eyes, his steps faltering, as he just felt the air around him. He kept his mind asleep, tucked in, not wanting to feel or caress any other thoughts right now. He wasn't sure if he could handle it. He jumped when he felt a hand on his shoulder. His eyes snapped open at the forceful touch and he turned to face three police officers. His eyebrows knitted together in confusion and he studied the cops carefully for a minute in silence. Then, the one off to his right spoke.

"Sir, may you roll up your sleeve for me?" Charles' gaze flickered to each of the men, each taller than he, and he was instantly gripped by the fearful need to run. He didn't of course.

"This…is a strange request, gentlemen." The officers didn't move from where they stood, they only stared through tinted glass down upon him. Charles' mind ached. Dammit. He didn't want to open his mind up again, but it seemed as though he had very little options.

"Sir, this is procedure. Tuck up your sleeve now." Charles closed his eyes, his fingers coming up and touching his temple. He made a gesture as though he had an itch there, but as soon as his psyche opened up he was flooded with an overwhelming rage and disgust. He stumbled backwards, gasping as the pain rode through every sensory organ of his body. It hurt to breathe…

_Ah. Found you. _

_T_he voice that whispered through his mind was cold, yet soft. A woman's voice, and at the time she spoke the officer's began to move forward.

"You're a mutant, aren't you?" The one on his left questioned, reaching forward and, with the barrel of his gun, he smashed the cold metal on the side of Charles' temple. A severe ringing busted through his ears, and he staggered back, his shoulder blades crashing into a nearby wall. His vision swam, the thoughts of the three men devastating.

"She said he was the one. Check his arm." Charles couldn't identify the face, couldn't see much of anything, as he felt his sleeve and jacket being pulled roughly up his forearm.

"Yeah. Just as we thought." He felt a sharp pain erupt from his side, the sound of a boot came stomping down after the hit, and he couldn't help but gag. The ringing only intensified, his brain burning as though it was on fire.

"We've got our orders men."

_O_rders? What orders? Charles didn't hear any, didn't hear-

_He knows too much. Shaw wants him dead. Kill him and report back. _

_T_he woman's voice flittered in and out again and Charles' felt his neck snap back, head smashing with a sickening crack against the brick behind him. This time he tasted blood.

"Let's get this the hell over with." He heard a gun fire, heard the woman's pleased buzz in his mind's eye, but he heard nothing and felt nothing after that gun fired. Just three loud thumps and all was silent. _H_e pushed himself up, his bones creaking under the force of being moved, and Charles' willed his eyes to focus.

"I thought you were a telepath. Explain to me then, how you managed to get your head smashed in?" The deep voice startled Charles and he felt strong hands begin to slowly lift him up off the dirt ridden ground. He swayed slightly, falling heavily on what he assumed was a warm chest. He couldn't help his head lolling to the side, his breathing coming out in short ragged gasps.

"It's good to finally meet you, my friend." Charles' groaned, eyes adjusting to the stern face staring down at him. Green grey eyes gazed into ragged blue.

"Hello again, Erik."

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><p><strong>Reviews are greatly appreciated. <strong>


	6. Hello, Raven

**Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'. **

**A/N: Thanks for the reviews! :) They keep me writing. By the way, sorry about messing up Erik's origin, in all honesty I've only seen X-men first class and the 1st and 2nd film, so sorry for my limited or misunderstood knowledge. I'm going to start reading the comics soon. :) **

**Main Pairing: Charles/Erik. I just want to make that clear before things really start to heat up in this story and no one realized this was total slash. **

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><p><em>E<em>rik doubted if the man would remember any of this night. He leaned heavily on Erik's side, twitching slightly when he had to step down the curb or when he had to walk up the stony stairs to Erik's temporary room. He was mumbling all the way, jumbled nothings about a woman and needles and how this blood tasted really horrid…Erik couldn't help but smirk at that one. Slowly he opened the door to his room, the man could barely even stand now. Erik led him over to the bed, where he then proceeded to carefully lay the broken man down, careful of his new bandages and recently received stitches. He made sure the pillow was propped up properly, and he began to remove the man's bloodied jacket.

"What's your name?" He asked quietly, all the while gingerly slipping the man's trembling hands through the sleeves of his dark jacket.

"M-my name," The man in questioned swallowed heavily, slumping forward, his head banging rather roughly onto Erik's shoulder. The man took a deep shuddering breath before whispering: "My name is Charles Xavier. It's a pleasure to meet you." It was then that Charles Xavier lost his sense of consciousness, body following suit of his head and falling onto Erik. The man wasn't entirely sure of what to do, so he just let this wanted telepath rest up against him for a while.

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><p><em>W<em>hen the warmth of physical contact had been dispelled for an hour or so Charles awoke with another splitting headache. He shot up in bed, the springs creaking and he swayed dizzily as he through off the sheets that covered him. He froze then, noticing that the sheets smelled of spice and clove, while his own just smelled like clean vanilla. Where was he? Cautiously he rose from the bed, looking around in the darkened room, his eyes having yet to adjust to the dark. He needed to get back to Raven. What the hell was going on, anyway? He felt out in front of him, hands outstretched as he moved with deliberate patience. He assumed he was near the door, judging at the slightly white block before him, but as his hand clasped around the knob something grabbed his wrist. Startled he froze, feeling a tall body pressed against his back. The grip on his wrist tightened.

"Where are you going, Charles?" That voice sounded familiar, and the sweet smell of cinnamon and cologne filled his nostrils.

"Erik?"

"Where are you going?" Erik repeated, stepping closer to the smaller man, who really shouldn't be up right now. Charles swallowed, head turning to look over his shoulder at the frustrated man behind him. His eyes narrowed.

"Where are we?" Erik sighed, the hand around Charles' wrist pulling gently as he turned the mind reader carefully around to face him. The blue in Charles' eyes stood out dramatically in the dark, and for an instant Erik felt like he was drowning in them.

"Erik-"

"You don't remember anything?" Charles' mouth closed, and his eyes darted tiredly around.

"It may be best to refresh my memory."

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><p>"How did you find me?" Erik turned his gaze from the window and cracks in the wall to stare at Charles yet again. Slowly, Erik raised a finger, and began tapping it deliberately slow on his temple.<p>

"You were in here the whole time." Silence fell then, thick and heavy, and Charles felt a twinge of embarrassment. This man had seen him when he was weak. It was slightly awkward. He shifted some, the sheets moving under his weight.

"Ah. I see. Well thank you, my friend, for saving me." The blue-eyed man was smiling now, his eyes gleaming and Erik turned away his gaze. He didn't deserve a smile as innocent and pure as that.

"How's your head?"

"It hurts, tender." Charles concluded, fingers lightly flittering around the top of the semi-blood torn bandages.

"It was foolish of you to walk around so late at night." Erik reprimanded, catching Charles' attention once more. The telepath shrugged his shoulders lazily, and that simple gesture irked Erik. "You could have been killed." Charles' gaze turned slowly upward, meeting Erik's with a renewed intensity.

"Believe me, Erik, it's nothing I'm not accustomed to."

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><p>"You really shouldn't be walking."<p>

"I need to get back to my sister, remember?"

"Yes. You say that every block."

"No I—I do?"

"Yes."

"Oh. Well…I'm sorry?"

"Why are you apologizing?"

"For repeating everything I'm saying every block. It must be tiring."

"You keep repeating that as well."

"What?"

"Sorry."

"Maybe I really shouldn't be walking." That was the closest moment Erik had ever had to rolling his eyes.

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><p><em>H<em>er hands flew around him frantically, not deciding where the best place to land would be, so after a while her hands fell to her sides and she opted for yelling. That really was helping Charles either, so after about five minutes of Raven turning blue in the face (literally) Erik had to help him over to his bed and rest him down.

"…And I DON'T understand how I CAN'T go walking around during the DAY, but YOU can in the middle of the NIGHT!" Charles couldn't help but groan, his fingers kneading gentle circles across his temples, and he couldn't help but hear Erik's amused laughter echoing softly in his head. He frowned.

_Please my friend; explain to me the humor in this situation. _

_ I just have never seen you in so much pain. _

_ She's giving me a headache… _

_ Ah. Interesting. Her screeching is worse than almost being beaten to death. _

Charles couldn't help the grin.

"Not to mention you brought home some STRANGER and you're practically DEAD!" Now the two men turned their attention to Raven, who by this point in her cascade was beginning to breathe rather heavily. Erik stood, stepping away from where Charles rested on the bed, and let his eyes travel over Raven's body. The blue had returned to her skin, her anger making her concentration waver.

"You are Charles' sister?" Her gaze was burning.

"Who the hell are you?" Erik hears Charles shift from behind him, hears him sigh.

"Raven-"

"My names Erik Lensherr." Her brown eyes studied the tall man before her; yellow swirling in its depths, and her gaze darted from Charles to Erik.

"Charles how is THIS saf-?"

"Relax, Raven. He's a mutant too. He saved me, actually." Charles sounded tired, so Erik concentrated to steal all this girl's anger away from the failing telepath and direct it to a more sturdy source…like him, for example. Raven's gaze softened some at that, and for the next fifteen minutes Erik showed them his gift, Raven's jewelry turning into all sorts of hypnotic designs and shapes. When Erik was finished and Raven was calmer they both stole a glance at Charles: he was asleep and breathing sound.

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><p><strong>Reviews are greatly appreciated. <strong>


	7. Thank You

**Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'. **

**A/N: Thanks for the reviews! :) They keep me writing. By the way, sorry about messing up Erik's origin, in all honesty I've only seen X-men first class and the 1st and 2nd film, so sorry for my limited or misunderstood knowledge. I'm going to start reading the comics soon. :) **

**{Just a REALLY important detail…after Tuesday I won't be uploading anything knew for at least 12 days, considering I'm (unwillingly) abandoning my computer and going out to Utah. **

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><p><em>You hear me right? <em>

_L_ips, cold as ice, glinted under deep florescent lights.

_You remember so much, don't you? _

_I_t was flashes, some quick and some quirky, but all in all they said the same message, spelled it out with ice lips and ragged knives and cool tip markings with steel and scalpels against his forehead: insanity.

_You can show it to anyone at any time. _

_P_ictures of police officers, becoming curious to the labs, checking in more than once a month—this woman with the cold lips seemed anxious.

_We need you, and you need us. _

_I need you_? Charles answer then, his mind full to the brim, and it hurt somewhat. He had to get rid of these headaches.

_What they injected into you—powerful, isn't it? It almost drove me mad in three hours; I'm surprised you've lasted three days, awake that is. _

_ You are a telepath? _

_ Hm. Clever aren't you? _

_ It is fairly obvious. _

_ I'm a class three telepath. I can communicate through minds and project images but that is all. You can do so much more. _

_ Why are you telling me this? _

_ Please, dear, you would've found out anyway. _

_ Your names Emma Frost, isn't it? You work for Shaw. _

_ …I do, Charles Xavier. _

_ Why? _

_ He is making me stronger. _

_ I don't understand. _

_ The labs? They don't test for nothing, dear. _

_T_he cold presence soon left his mind, the last of her words echoing like snow in his skull. Charles sat up abruptly, almost knocking foreheads with Raven, who was bending over his bed with a moist washrag in her hands.

"Charles?" He ran a trembling hand along his face, wiping the sweat from his brow, before he turned his gaze up toward his sister. She looked slightly concerned, obviously not expecting him to suddenly wake up like that.

"Raven, you do you know about Sebastian Shaw?" Confusion fluttered across her earnest features for a moment before she slowly began to lower her hand.

"No…who-?"

"He's in charge of all the labs—the maker of them. He has a telepath with him."

"Wait- WHAT?" Charles glanced around the small room, noticing the confused and now slightly angry and fearful Raven, but he had yet to come across the tall man who saved him.

"Where's Erik?" Raven is still staring hard down at him, shoulders tense and fists clenched.

"How the hell should I know? He left a couple minutes after you passed out, now what about Sebas-?" Charles sprung from the bed, staggering some to unknot his feet from the sheets as he makes his way to the door.

"Charles! Where are you going?" Raven's voice pounded on his ears and he tried his best not to look weak by flinching. Or groaning.

"Raven, I'll tell you and Erik together, now let's go!" He heard her hurried footsteps behind her, tried desperately to ignore the pulsing in his mind or the dim quiet laughter.

The outside air hit them head on, and Raven blinked some before following Charles' hurried and frantic steps.

"Since when did this Erik become so involved with us?"

"Since he saved my life, Raven." She fell silent, a pang of quilt striking her heart. She remembered going out that night, going against Charles' warnings and instead tried to drown away her loneliness with beer. She hadn't come home until late, really late, and he had waited up for her. She quickened her pace with that, softly looping her arm through his with a small smile, and dragged him to the edge of the street, shouting for a taxi. About half the crowd around them cleared, and about three taxis' stopped. The clambered in, Raven slamming the door and as the taxi driver shifted uncomfortably in his seat Raven turned an expectant gaze toward Charles.

"Where's he live?" Charles features soften and he smiles slightly, quickly placing two fingers to his temple. His eyes open almost immediately.

"Two blocks down, the hotel on the right. The name is not very clear, but when I see it I'll tell you." Charles tells the driver with a calm voice, excitement and resolve lacing the edges of his tone. Raven rests her head upon his shoulder, eyes slipping closed as she matches her breathing with Charles'. She feels so much calmer in his presence.

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><p>"Are you serious?"<p>

"Please, Raven. I'll be down as soon as he answers the door. Just wait here." She crossed her arms with an indignant huff, but nodded, and Charles raced across the dark wooden floor to the elevators located to the left of the front desk. He really shouldn't take the stairs, although, being stuck in a crowded elevator with invasions thoughts really didn't sound too appealing at the moment. As he was riding in the elevator he wished with all his heart that he had taken the stairs…

_C_harles made his way down the halls, they were narrow and the walls were tall and cream coated paint, but he only remembered bits and pieces of the time he was here. He did, however, remember where Erik's room was. He turned right, following down the hallways that all looked the same, mirror images of each other, until he spotted a door a darker shade than the rest. It was at the end of the carpets, of the cream crackling paint, and old nostalgic photographs, and when Charles saw that door he picked up his pace without even realizing it. He didn't even remember knocking on the door, but he heard some shuffling inside, the tossing of sheets and the creak of springs and he instantly felt uncomfortably rude. What time was it? The door creaked open, and Charles stood ramrod straight as Erik's eyes came into view. They were wide and alert, but with a slight haze to it, and when green grey saw baby blue the door opened wider still until half of Erik's body could be seen. Charles' embarrassment and uncomfortably shot up ten fold, as Erik's bare masculine chest was capturing his entire gaze. Unbuttoned jeans hung around his waist-and they looked as though they were thrown on in the alarm of the moment. His hair was slightly mused, ruffled with the awakenings of sleep, and his cheeks were somewhat flushed with the freshness of the day. Charles didn't know where to look.

"Charles?" The deep rumble of a sleep-induced voice made Charles' head shoot up to meet Erik's calculating gaze. "What happened?" Charles smiled then, a big bright smile, and Erik stepped aside to let him in.

"I came to believe I was the telepath here, Eric." The man didn't respond as Charles shrugged past, his knuckles lightly brushing against the exposed hot skin of Erik's hip, and for that moment of accidental physical contact an electric pulse raced like lightening through Charles' stomach and chest. It lasted for only a short time, and when he had walked more fully into Erik's room the hot energy turned into a calming buzz. Erik was closing the door when Charles spoke:

"Sebastian has a mutant with him. A telepath." Erik froze then; door still opened a jar as he turned slowly to face Charles.

"A telepath?"

"Yes."

"He has a _mutant_? Sebastian Shaw?"

"Yes." The rage and confused disgust rolled off of Erik in writhing waves, reaching out toward Charles with knobbed knuckles and creeping fingers. A feeling of unease stretched across Charles mind, and he felt the metal in his jeans vibrate softly.

"Erik…" The man's gaze was hard and burned like fire, and he took two long strides to stand in front of Charles.

"Stop reading my mind."

"I don't need to to know that you're upset." The metal of the bed's headboard shook now, the handles on a dresser, the buttons on his cardigan… "Erik, I meant no harm in coming here, and I am sorry if this visit is unwelcome, but my friend, you must calm your mind." The metal in the room slowed, became still and silent once more, and Erik's gaze never left Charles, dark and enraged.

"You do understand what it means that _he_ has a _mutant_?" Charles nodded somberly and Erik stepped forward, surprising Charles into stepping back. "He's up to something Charles, something with the mutants. You remember the experiments, how they always targeted your direct line of power?" His words struck Charles and his head throbbed, and with every word Erik would grow closer, pronouncing physically the point of his speech, and with every step forward Charles took backwards until the back of his knees hit the edge of Erik's mattress. Erik didn't stop moving until he stood just a breath away, the heat of his skin radiated from his bare chest. Charles' flushed at the close proximity, and his gaze never wavered from Erik's.

"We have to fight." Charles blinked at the question, taken aback and unprepared for something so brashly abrupt. "We need to stop this before it becomes too much." Erik's voice was hard edged and determined, and Charles felt like he was drowning in those deep green eyes. His heart sputtered with the words he longed to speak.

"We aren't prepared for a fight, Erik. We don't know the layout of the labs don't know how they operate. We can't just run in there and tear everything apart. We'll be slaughtered."

"Charles…"

"I know your point, my friend, and your reasoning. But we can't rush. Not yet." Erik's gaze softened some, and he gave a low sigh, shoulders slumping down slightly in aggravation. His mind was still reeling in Charles' head.

"Besides, I am not sure how beneficial I will be at this moment and in time to come." This drew Erik's attention again, away from the metal controller's dangerous thoughts, and a single eyebrow was quirked in sign for Charles Xavier to continue.

"My power…may not be of much use in battle." Erik scoffed at this, leaning over slightly, and Charles felt his warm breath fan leisurely across the planes of his face.

"You are foolish, Charles. Your gift…do you know what you can accomplish with it? You can get into anyone's mind, control them from the inside out, twist their own thoughts and imaging's, change their point of view…you could win this single handedly, Charles." The telepath didn't know what to say, and for once, what to think of a situation. No one had ever called his mutation a gift, certainly not him, always a curse. He felt respect and pride swell in his chest for this man standing before him, and he smiled, truly smiled, for the first time in his life.

"Erik, thank you." Erik studied the younger man's face, the brightly exposed grin, and this time he didn't feel it would be right to turn away from it.

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><p><em>R<em>aven was in the lobby, waiting patiently as Charles had asked, and he approached her with Erik in tow (dressed now, of course). The taller man looked determined, more so than Charles who mainly just looked a little giddy. Raven rushed to them when they approached.

"Hey, Erik!" She called, wrapping her arm around Charles' and standing in between the two men. She looked like she would do the same to Erik, if the man hadn't stepped aside as she spun around to face him. The taxi was still waiting when they came outside, all three clambering into the cab and driving through the crowded city streets.

"So…" Raven started, turning her head around to face both Erik and Charles who were staring at her expectantly. "What the hell's going on?"

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><p><strong>Reviews are greatly appreciated. <strong>


	8. Ready Or Not

**Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'. **

**A/N: Sorry if this is shortish. ):O I'm busy packing for my LONG trip! UGH! Please don't give up on this story, i'll update as soon as I get back, PROMISE! **

**{{{{Just a REALLY important detail…after Tuesday I won't be uploading anything knew for at least 12 days, considering I'm (unwillingly) abandoning my computer and going out to Utah.**

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><p><em>H<em>er nails drummed irritated on the black metal of the wire designed table in the small café, and Charles had to hold himself back from yelling at her to knock it off. The tapping metal echoed in his mind, and as Raven's hard gaze turned up to his she seemed to understand and stopped. The sky was littered with darkening clouds, the streets turning into a more overlay feel of off coloration, and Charles messaged his temples every now and then. Erik sat beside him, leaning back heavily in his seat, his eyebrows furrowed together in unstated anger and wavering control.

_C_harles' eyes flickered toward him, the atmosphere feeling off somewhat, and as Raven began to babble, began to open her mouth and curse at the unjust of Shaw's act, Charles' fingers brushed Erik's jean covered leg. It was a light touch, meaning to calm down the seething man beside him, but it came once more with the fierce jolting electric buzz. Erik's eyes narrowed at the other man's touch, but his shoulder's relaxed along with his posture and the air around them seemed to still.

_I know you are frustrated, Erik. Raven and I as well, but please, at least while in public, try to control the aura you present. _

Erik scoffed and said nothing, and Charles slowly retracted his fingers, a pleasant buzz tingling on the skin that touched jean.

"How are we even going to find him?" Erik looked up and away from Charles to Raven, whose arms were crossed and gaze heavy like burnt cinnamon.

"I know where a lab is, just off the junction of an alley close by here." Raven and Charles perked at that, Charles leaning in closer and Raven shifted to move here chair nearer. "It was under an illusion hidden behind an imaginary wall. There was a coded box, laid out against the wall and when I entered the numbers on my arm into the system the wall disappeared and a lab was in its place." Charles eyes narrowed.

"You entered in your numbers?"

"Yes."

"They know your still alive then, Erik. It will be harder to hide." Erik turned his gaze toward his friend. He studied the way his cheeks were flushed, his eyes wide bright and blue, and how his full apple ripe lips parted slightly in aggravation. He couldn't help a dark grin.

"I don't want to hide."

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><p><em>T<em>he day was spent in a blur. Raven voted for relaxing (the blue tint was coming across her skin), leading Charles and Erik around to shops and stores that occupied the big city. Both men followed around willingly, and even though Erik was reluctant to admit it (think it really) he was having a good time. That thought made Charles smile, smile at how happy these two people were, and for just a second he thought how wonderful it would be to live like this everyday. To be free from all the torturous memories and watching eyes of the public and just _live_. But the thought disappeared as soon as it came, and Charles wiped the idea from his mind and shoved the very mention of that thought into the darkest recesses of his mind. It was a too ignorant idea, and Charles wasn't one for wishful thinking.

Charles led Raven back upstairs to their room around twelve or twelve thirty, the precise time he was unsure of. She staggered inside, tired and spent, and fell onto the mattress of her bed, hands flopping and dangling off the sides.

"I had fun today." She whispered, and Charles froze at the sound of her voice. Slowly, he turned to face where she lay, and he smiled a sad smile. That would be the first and last time he would hear that, the feeling weighed strong.

"Good." She peaked up at him over her chest, blonde waves falling around her shoulders.

"Did you?"

"I did." She smiled at that, her dimples poking through and her eyes shining with unshed tears.

"Let's do this again sometime." Charles felt his heart sink, weighed down into the depths of his stomach by the light flow and happiness in her words. He said nothing, but nodded slowly as she breathed out a sigh of release and let her head fall against the pillow.

"I guess he's okay." Charles blinked. Raven shifted her weight on the bed, sighing and leaning up against the headboard to form the appropriate lax sitting position.

"Do you mean Erik?" She nodded, her gaze wandering until it focused upon Charles again.

"He seems lonely."

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><p><em> T<em>he night air was all Erik really hoped for now. Police stilled patrolled the streets, more so because of the murders that had taken place when Erik had saved Charles, but not too many to be considered "odd". He focused on the hum of cars and dull melodious honking of horns, but other than that the large city was still, quietly peaceful exuberance.

_Erik? _

Or was quiet. That pleasant throbbing returned in his head, and he stilled his walk as it whispered in that calm rich voice to him again.

_What is it Charles? _

_ Where did you find the lab? Show me. _

Erik closed his eyes, remembering back to the alley, the candy shop, the busy streets and oblivious shoppers. The memory faded away and drifted back, and Charles was silent for some time.

_Would you like to grab a drink?_

Erik was taken aback by the question, and he pondered the reasons of its birth.

_I suppose I would. _

He felt Charles' smile in his mind, bright and relieved.

_Good! Now at this corner you'll take a left… _

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><p><em>T<em>he scotch burned as it slithered like hot smoke down Erik's throat and he relished in the feel of it. The ice clanked against the glass as he set it down on the mahogany wood bar counter, and he watched Charles from the corner of his eyes. Charles had opted for the same drink, seemingly uninterested in what he would be drinking as long as it was something with alcohol and a decent kick. Erik realized from observing Charles that he drank to drown out his thoughts, his posture relaxing and eyes calming, not from the haze of a buzz but from the relaxation of the thoughts around him slowing down.

"Why the sudden desire to see me, Charles?" The blue-eyed man shrugged, grinning slightly as he leaned casually against the back of his stool.

"Felt like getting out, not particularly alone either." He added at Erik's heavy gaze, green eyes ablaze.

"Raven can't hold her liquor?" Charles laughed, shaking his head slightly as he leaned forward on his arms to stare at his friend.

"Not to well, no." His smile faded some, and he licked his lips in apparition. His eyes flickered to his drink and he drowned the rest of the scalding liquid in one gulp.

"Reading my thoughts again, Charles?"

"No, not yours. His." Erik followed Charles' gaze to the man seated across from them at the bar. His hair was shaved roughly; some small strands still left standing on a cocoa colored head. He wore a hoodie, slightly mused, with a tattoo of an 'x' on his neck, just under his jaw. He looked agitated, eyes scanning around frantically and every now and then landed upon the two men staring at him from over the counter. Erik's gaze flickered back to Charles.

"And?" Charles' eyes narrowed, and his fingers slowly came up, resting gingerly on the sides of his head. Erik waited patiently, eyes hardening as Charles flinched.

"Erik, we should go." His eyebrows crinkled together in confusion.

"Charles?" The telepath's eyes snapped to meet his, blue shining bright with alarm. He felt Charles grip his wrist pulling him from the bar's stool and through the string of new customer's filing in.

"Charles, what's going on?" Charles wasn't exactly leading them anymore as they pushed through the door, it creaking and drowning out the music from inside as it closed. Charles' grip on Erik tightened and he tugged him hurriedly through the semi-empty streets.

"Erik, do you know why Shaw wanted me dead that night?" Erik couldn't see Charles face, but he did pick up the sound of calm calculating footsteps behind him and his teeth grinded together in frustration.

"Charles-" He growled out, the footsteps growing clearer, and his impatience grew with it.

"I knew too much, Erik. I _know_ too much." He corrected in a hurried haze, grip tightening even still on Erik's wrist.

"I won't let him hurt you, Charles. Let me go and I can-" They both stilled, bodies freezing and shutting quiet, and Charles felt Erik's surprise. He blinked, unsure of what was happening, but slowly, without his consent his touch left Erik's skin. Footsteps sounded behind him and as he tried to look back over his shoulder to see who was approaching his head snapped forward again, chin jerking up and he heard Erik snarl under his breath. Another mutant. Charles stilled as he felt someone's hand curl against his cheek, the nails jagged and unkempt, and he knew instantly that it wasn't Erik.

_There you are, Charles Xavier! Ready or not…here we are. _

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><p><strong>Reviews are greatly appreciated. <strong>


	9. Their First Couple Steps to Redemption

**Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'. **

**A/N: AGH! I AM SO SORRY! THIS TOOK FOREVER TO GET UP! I will write longer chapters, I promise! Interning now...urrrghh. Everything gets in the way of Charles&Erik. I have a feeling they'll prevail though. ;) Thank you everyone for staying with me, it means a lot. I was SO stressed that people who had reviewed and expected more in the past would get tired of waiting and stop reading. I really hope that doesn't happen, so for all of those who stayed: Thank you. This is dedicated to all of you. Please enjoy, and review. It'll boost my spirits ten fold! :D (It's good to be back, can't you tell from how much I'm babbling?)**

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><p><em>T<em>he shaved mutants nails itched along the first layer of Charles' skin, like a porcupine's quill it sliced quite nicely through the flesh. The second layer gone and then the third, the blood beginning to gasp and quake and mold red at the exposure of sudden oxygen. Charles closed his eyes, focusing blindly on the cold invasive presence in his mind, the feel of icy fingers and naïve, sinful wishes, icy like the dust of winters day. The mutant's nails fell silently, tickling the fabric of Charles' jacket as the man's hand dropped. Erik stirred behind the frozen blue-eyed telepath, and Charles but his lip harder in considerable concentration. His head felt ice numb, and it hurt, too cold to be blown away with thinking. That one telepath, that woman, she was in his mind. Emma, was it? Erik growled in frustration, the deep timber of his voice made Charles' eyes flutter open without him really thinking about doing so.

"Who the hell are you?" Erik spat, anger and confusion rolling off the man in waves, and Charles instantly felt the need to reach out and comfort him with his mind, to tell him to calm down. The metal was wining on its high notes in the air. Charles could not reach out with this other mutant in his mind. His powers felt chilled.

_ Try it all you want, sugar. You can't move. _

_H_er voice still carried that smug edge, that flirtatious high, and Charles gritted his teeth together as her voice rocked sensuous across his subconscious; like an icicle waiting to shatter. The mutant still stood unmoving in front of him, his dull eyes glassy and tired and they bore tiredly first into the magnificent blue of Charles' and the everlasting green of Erik's.

"Charles, can't you break this?" Erik snapped, his voice strained like welding steel.

"Be quiet." The mutant before Xavier droned, voice monotone and Charles stood waiting for Erik's remark that never came. Worry tapped teasingly on the edges of his heart, but he swallowed the beating of the muscle down.

_His mutation is interesting, isn't it? He can harness onto the nerves of your brain, control your body with the flick of a finger. What do you think, Charles dear?_

_ C_harles closed his eyes tight, concentrating on just the feel of chill, of a trespassing presence, and soon the drone of cars disappeared, the city lights that made the inside of his eye lids glow a faint red turned black, the feeling of numbness flowed away. It was just him and this woman, he couldn't see but he could feel, could feel her all around, and he imagined wrapped his hands around the place where her thoughts were most strong. He focused on that.

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><p><em>E<em>rik's eyes narrowed, and he tried to open his mouth to call out as Charles' head fell forward too suddenly, his shoulders going limp without reason. He instead began to concentrate on the surrounding metal the feel of it scraping along in his veins, and he tried to lift his hand again, tried to feel the metal and will it to move but he couldn't. Not with this damn mutant's powers grasping onto him like a starving child. He hated this feeling, hated the feeling of unease and defensiveness. He should be used to the feeling but he wasn't. It was just as alien to him as it was then as it is now. He couldn't focus on the metal. So instead he opted for staring at Charles, observing to see if there were any signs that something was wrong besides the obvious. And then Charles' stirred, wobbled some, his torso swinging to the left and before Erik had realized what had happened the man was in his arms, was cradled protectively weak against his chest, and all he could do for the moment was stare. He could move. Erik took in Charles' features, his knitted eyebrows, wonderful eyes drawn tight, a light sheet of sweat appearing on his brow. And then Erik was smiling at this man again, the smiles he had been giving to openly the past few days.

"Charles," He whispered, voice gruff and triumphant as he felt the man against him shoulders shudder. "You did!" He heard the scuffle of boots against brick and his head shot up, the shaved mutant was stumbling around in blatant confusion and wonder, and Erik wasted no time. He shifted Charles so that the telepath rested against the crook of his neck and left arm, and with his right he made the nearby street lamp hiss and whine like a snake, the way it coiled and twisted with sleek silver was fascinating. But it was no time to marvel. The lamp shot out, latching and curling around and around the other mutant's body, the man caught gave out a startled cry and Erik gave a final sharp twist and the man fell limply still. Erik dimly felt Charles stir, but didn't bother to look down as the lamp uncoiled itself, creaking and groaning as it fell to the night floor. The mutant lay motionless, blood spilling steadily from his cracked parted lips, and Erik started as he felt Charles' sit slowly up.

"Erik, what did you-?" His eyes widened slightly at the lifeless body of the mutant who had frozen them, and Charles turned his gaze up to meet Erik's burning green ones.

"What happened back there, Charles? How did you break free?" Charles didn't respond, just stood shakily to his feet and began to trudge sullenly over to the bleeding man in the street.

"You did this Erik?" The metal wielders eyes narrowed, and he stood straighter, glaring warningly at Charles' back.

"Don't sound so sad, Charles. This man worked for-"

"No, my friend. He did not." Erik strode forward then, boots clicking on stone and he reached Charles in two strides. He met his friend's gaze in an assertive glare.

"What do you mean?" Charles swallowed, his eyes flickering over Erik's stone carved face and then he smiled. Erik went ridged, shock warming the frost from his veins and his lips parted slightly in surprise.

"Char-?"

"She was controlling him, Erik…the telepath Emma Frost. He was an experiment gone wrong. They needed a quick profiting way to dispose of him."

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><p>"Let's do it!" Her blonde curls fanned across her face like honey, slow dripping honey, and Charles just stared as Erik stared. Her reaction came as a pleasant disclosure. Erik and Charles shared a brief look of relief.<p>

"How are we going to get in?" She quipped, and Charles smiled down at her, and Erik found his eyes glued to that smile. The way his eyes lit up with resolution and determination and Erik felt warmth he hadn't ever felt before. It started in his chest, bloomed out like the petals of a blossoming morning glory, and zinged across the nerves of his skin. It unnerved him, but Raven's question soon sank in and he stepped forward, wolfish grin in place, his eyes never leaving Charles. The telepath met his stare, the other man's lips twitching out in light smirk. The feeling grew warmer.

"Same way as before." Erik pulled up the hem of his sleeve, up to his elbow and lifted up his arm for all to see. He tapped leisurely on the numbers imprinted there. "Numbers are the key." Raven brightened, hopped off the bed, and stumbled across the room, flinging bras and discarded cloths away in her search for her shoes, the price tags littering the once clean floor.

"Raven," Charles whispered and she turned, cheeks flushed but eyes glistening with excitement and some twisted sort of rage. She stumbled with her boots, but her smile soon faded as she studied Charles' expression. Then she shook her head.

"Nuh-huh! If you even DARE to say I'm staying behind I swear I'm going to-!"

"Raven." The softness of Charles' voice brought her up short, and she seemed to deflate. Erik's eyes darted between the two, and he shifted his weight in unspoken impatience. "We need to be quiet. We can't be seen this time. We can't attack unless absolutely necessary. We need only discover the layout of the labs and get out. No dallying. If you can morph into a guard or nurse we may be able to get some other mutants out. Do you understand?" Charles had crossed over to where his sister was as he spoke, and he now kneeled beside her, hand a comforting weight on her shoulder. Raven nodded, the smile creeping back into place, and without much else to be said they raced out the door and into the street. Raven hailed a cab with some help from Erik and Charles searched through Erik's recent memories to find the place. When he had located it, they gave the driver their instructions and headed out. The air was cool and foreboding, and Raven clutched anxiously at Charles' arm, the fabric of his jacket bunching up under her long nails and shaking fingers.

"What the-? It's a dead end, Erik!" She spat, twirling on the toes of her leather boots to face him. Erik didn't respond, just felt around silently through the alley, taking in the walls and trying to spot the small metallic coded box. He found it quite easily.

"It's not real, Raven. Remember what I told you?" Erik muttered, and Charles drew up closer, Raven at his heel. Erik typed in his number, the ones that will forever brand him, and the wall wavered, shifted as if underwater, before it disappeared completely. The group was silent, staring darkly up the winding road that had now presented itself to them.

"Erik, this is-?"

"Yes. I'm not sure if it's the one Shaw's in, but I am fairly certain." Charles nodded, suddenly frustrated and scared to use his powers to see. If he did, Emma might latch on to the intruding presence. So he didn't. No, instead he let the nostalgic feelings of hopelessness latch onto him again, like leeching starving for the hunger and need they had left him craving. Without putting much thought into it his hand (the one Raven wasn't glued to) reached out and with his thumb and index finger and pinched the edges of Erik's sleeve jacket for a silly kind of reassurance. Erik's eyes flickered over to the other man, but he was staring straight ahead, his eyes glowing in the dark.

"Charles." Erik spoke softly but he saw Charles flinch nonetheless, but still those eyes turned to meet his. "I will protect you." Raven didn't seem to hear, still fumbling needlessly on whatever piece of her clothing was slightly out of place and Charles was suddenly grateful for the dark. He knew the blood had rushed to his face, swirled rosy red in his cheeks. He didn't turn away though. Instead he just smiled, the warmth and sudden quickening of his heart making him wary.

"I know you will." And Erik just nodded, suddenly unease with this situation, and he began to walk forward, one foot in front of the other. Soon Charles and Raven followed, their footsteps muffled by grass and weeds. This was it. Their first couple steps to redemption.

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><p><strong>Reviews are greatly appreciated. <strong>


	10. Plan 1 Executed

**Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'. **

**A/N: Everything gets in the way of Charles&Erik. I have a feeling they'll prevail though. ;) Thank you everyone for staying with me, it means a lot. **

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><p><em>R<em>aven had screamed. It echoed and bounded, raced and twirled high octaves that rang perfectly down the white washed walled halls. Erik had acted on instinct, arm wrapping around Charles' waist and pulling him roughly behind the bend of a corner, and soon was shuffling Raven along as well. Her face had gone pale, the colors drained and sweat beaded in fair threads down her face. Her hands were clasped like claws over her pressed down lips, and her shoulders shook with shed terror.

"I see them, Charles." She whispered, voice cracked dry and barely above a whisper, although it seemed loud in the halls. Charles froze, stilled, and Erik felt his body tense against his own. Charles hurriedly shrugged out of Erik's grasp, feet shuffling over across plastic coated floors to have his hands grasp the sides of Raven's head, both fingers digging into her two temples. Erik was tense, senses screaming for them to hurry, but they were only at the entrance, the front wing, and in the dead of night only the cameras were watching. Well, he could take care of those now. He flicked his wrist, fingers moving calmly and that was that. They were safe from the recordings for now. Raven was gasping, her hands flaying up to grind into Charles', her nails digging deep.

"What's wrong with her, Charles?" The telepath didn't respond immediately, just closed his eyes and focused on keeping her calm. Erik wasn't sure of the situation, felt out in the dark, but when Raven's hands had begun to lax up, nails retreating from Charles' skin, did he relax slightly.

"Barriers, Erik."

"For what?" Raven's eyelids fluttered closed, her head falling forward so her forehead rested softly against Charles'.

"Her memories." Charles' voice was hard, strained and distant and Erik felt his heart freeze for an instant. What was this feeling, this dangerous aura emitting from Charles?

"Why are you blocking them?" Charles turned his head slowly; his eyes glazed and misted over- a dull humid blue.

"She'll go mad if I let them go, Erik. I block them with emotional barriers. Sometimes they tend to slip though…" He turned back around, and when Raven's eyes opened again they looked brighter, richer and healthier and she smiled a weak smile.

"That was embarrassing. I didn't blow our cover did I?" Charles shook his head and slowly helped Raven to her feet. She stood tall and Erik couldn't help but feel a ting of respect for this loud girl.

"I disabled the cameras, but if their off too long it'll be obvious something's wrong. At most we have an hour to get to know the building." Charles nodded and stepped forward his eyes clashing with Erik's.

"Remember: do not attack. Find the mutants and get out." Erik couldn't help but grin at Charles' commanding demeanor.

"Of course." As Erik passed, Charles caught a whiff of the man's familiar scent: cinnamon and clove. He stood for a moment, straining to hear until Erik's footsteps had disappeared, eyes staring into the spot where his friend once stood. Then he turned to Raven, and noticed her eyes reflected his determination.

"Are you ready?" She flashed him a confident smirk.

"For this?" Her eyes gleamed. "Always."

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><p><em>E<em>rik felt like he had been here before. This building was identical to the lab he had escaped from, the white, the silence. If it was indeed like the one he was in before then the layout must be similar. If he remembered correctly then the mutants were held in cells on both floors, small narrow rooms and they were caged in, each cell able to withstand that mutants power. It was frustrating, in all honesty. To be surrounded by flimsy plastic and not able to break free. He gritted his teeth, the once felt humiliation washing over him again. He knew he hadn't been honest with Charles: Shaw was defiantly here. This was the main lab, the main checkpoint. This was it; there was no going back. He would leave the saving of some mutants to Charles and Raven. He was going after Shaw.

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><p><em>R<em>aven walked quietly beside the blue-eyed telepath, her rubber soled boots not drawing a squeak from the hard plastic covering under her feet. She stole a quick glance at Charles, whose fingers were pressed against his temples in complete and total concentration. She knew they were going the right way, felt cocky and complete as they walked, so when Charles' hand shot out and grabbed her arm she flinched.

"Transform into a nurse, Raven!"

"Wait-wh-?"

"Now!" Without further hesitation she morphed, her blonde hair turning brown as it joined into a bun on the back of her head, peaking out softly from a white starch hat. Her eyes turned tired but kind, a dark brown, and her lashes shrunk in some. A formal white button up gown and pointed shoes appeared. Charles regarded her with a saddened forlorn look.

"Why her, Raven?" His voice was choked, and Raven's eyes narrowed, her slender brown brows creasing together.

"They won't know her here. Her records have already been erased. She's a traitor, they won't keep her memory around." Then her altered voice softened and her hand clasped lightly against Charles' cheek, which on instinct leaned into the touch. "I'm sorry, Charles. But bear with this look for a while." His eyes swam with unspoken emotions and he wanted to say them all, but instead he just nodded. Then he smiled.

"Let's find them, M-," He inhaled deep, his eyes closing and when he opened them again the lost emotions were gone. "…Raven." They continued on, going through identical hallways, each numbered and each narrow, but Charles kept concentrating and soon a pungent smell wafted up to them. It was hard to place, of morphine and smoke, and Raven tensed. A man in a dark clad suit passed, his clothing holding nothing but a holster and what seemed as a gun, but Charles swallowed hard as he remembered the pain of such a monstrous weapon. The man froze mid step, turned and faced the two mutants by the wall to his left.

"Nurse, what are you doing with that?" His eyes darted down to Charles' hands, eyes narrowing at his free hands. "Where are his binds, nurse?" Raven licked her lips, abandoned nervousness and hate firing off her tongue as she responded with a clip: "I'm taking h-it, to its cell. Is that acceptable?" The man stepped forward, eyes tracing every aspect of Raven's transformed figure.

"You don't look familiar. What's your name?"

"Moira MacTaggert."

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><p><em>E<em>rik was frozen. Shocked. It made his nerves numb cold, freeze up, and he felt his heart stop, the blood pounding ruthlessly in his ears. The blood smelled fresh, the metallic copper feel and taste slippery on the tips of his fingers as his nails itched along a metal experimentation table. The mutant lay motionless on the cold steel, body unmoving and clad only in chains of iron. Erik's eyes darted to the mutants face and he couldn't control what happened next. The room was destroyed within minutes and Erik was storming out, not caring about the blood on his hands, the metal chairs and tools that had flayed across the hall and into the walls across. The room was in ruins and his anger still raged: that mutant, his eyes were a lifeless blue, his skin pale and hair dark. He had resembled the perfect Charles. Almost exactly and Erik ran a shaking hand through his hair. No doubt the guards had heard that, the crash of metal on plastic, and Erik could only hope that the walls here were soundproof as well. His hands were still trembling and he tried deep breaths, but they came out short and exhausted. He had lost it. Lost it when he saw those cold eyes, the eyes that should be warm and exuberant and full of _life_. It scared him, and the thought that he had become so unconditionally attached to this one man, this one mutant scared him the most. He realized it then: he couldn't loose him.

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><p><em>T<em>he guard studied them before lashing out, his knuckles coming into contact with Raven's cheeks, staining her fair olive skin red.

"You dare carry a mutant without supervision, without binds and without a weapon? You know I've heard of nurses having fallen in love with these things before, and if you're one of 'em-!" But he stopped there, his eyes drooping and then he fell, head smashing into the ground hard enough for something to be heard cracking. Raven's eyes were wide as she turned her gaze to Charles, whose fingers were at placed roughly against his temples.

"Charles-?" The guard began to rock, writhe on the ground, and although his mouth was stretched open far and wide as though he was screaming not a sound came out. His nails clawed at his head, his eyes were screwed tight, and a small sliver of red trickled lazily from his ear.

"Charles, that's enough!" Raven's voice carried a fair warning, panic rising slowly in her. The guard was not slowing; tongue falling out over thinned cracking lips, and his foot collided against the wall. A hollow echo followed.

"Charles!" And as she went forward and wrenched his hand away, his connection broken, and the guard stopped moving. Raven was silent for a while, studying the motionless human before she whispered: "Is he dead?" Charles shook his head mutely, lips pressed into a hard line.

"Over here, come, Raven." She followed with little hesitation as Charles moved around the guard and started to remove the uniform. "I need to blend in." Charles whispered as his fingers fumbled with the thick buttons on the guard's dull uniform. Charles could pull off being a guard; they defiantly would be able to get away without clearing everyone's memories. The uniform was big on him though, especially around his torso, Charles' thin frame not matching well to the guard's thick one but it still managed.

"This is dreadful." Charles sniffed, hands twitching with disgust as the bagging sleeves brushed over his wrists. Raven nodded, not truly in the mood to say anything and helped Charles move the body to rest behind a bend in the corner, so if any guards came down this upcoming hallway they wouldn't see the partially clad guard immediately. They continued on the twisting hallways, Raven's impatience and sudden slight panic intensifying as they turned back around to yet another identical hallway.

"This is insane, how did we ever manage to get out of this place?" The hallways began to stop numbering themselves the deeper they went, and Charles realized that if they were going to free some mutants, help them out because although he would love to free all of them it would take too long, that if and when this did happen, how were they going to get out again? They were beyond lost now.

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><p><em>Erik, you must calm your mind. Are you all right? Where are you? <em>

The wave of relief that rushed through Erik was immense, and his walk only intensified in its pace.

_I'm fine, Charles. Now, stop talking to me and find those mutants. _

The feeling of amusement tickled his mind, and he felt his lips quirk upwards.

_I'm working on it, my friend. We ran into a guard though. Did you realize I could erase people's memories? _

_ You sound pleased with yourself. _

_ I am. Although I must say my friend, we are getting quite annoyed. _

_ Understandable. _

_ We haven't found the other mutants yet. We are close though._

_ Good, keep looking. _

_ Erik? Promise me something? _

_C_harles' voice had dropped a few octaves in his head, became a secretive quiet hum, and Erik felt a shiver go down his spine like ice cold water. Before he could stop himself he whispered:

_Anything. _

_Don't go after Shaw. _

_A_nd with that Charles had left his mind like a once forgotten dream and Erik was stood standing in lighter grey hallways now, more doors appearing all around him and even though he was so close, so very close to discovering something he didn't feel the need to do it now. He wasn't sure if Charles would fuck around with his though process, it wouldn't be something the telepath would seem to do, so Erik stilled his walk, stilled his thinking, and just listened. There was some distant beeping of a digital clock, occasional footsteps of officials that had yet to find him, the rattling of hands some ways away. Erik opted for that direction, sliding on the heels of his feet as he walked in quick brisk strides, and he felt Charles now, not in his mind but his body. He felt him near. He grinned, that shark like grin that showed to much perfect teeth, and he advanced sharper to his prey. He walked until he didn't know where to walk anymore, when everything was just second nature-the looking into rooms, files, the running down corridors and abandoned hallways. It was tiring, but Erik told himself he never got tired and picked up his pace. At the end of this hallway there were double doors, wide and tall, and Erik could tell it was thick and plastic by the way he couldn't open it with a twirl of the wrist. Cautiously he pushed it open, the plastic cold to touch, and just as he was about to step through he stopped as he was face to face with Charles. He was smiling, his eyes shining brilliantly under the tacky florescent lights, and Erik let his hands fall limp to his sides. Then his eyes noticed the outfit.

"Charles, what are you wearing?" The telepath's grin never faded.

"I'm blending in! Come on, there's three of them in here!" Charles turned and raced away, running down the hallway and down a flight of stairs Erik had yet to see before. He followed willingly, exhilaration and excitement pounding in his blood, replacing all other emotions that were most familiar. This was it.

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><p><em>R<em>aven supported Charles' shaking form with her left arm, with the other she pushed open the doors that were bolted shut only moments ago with her right. Charles' eyes looked around warily, and they widened before he shrugged Raven gently off him. The room they had entered was wide and long, and on each side there were at least three cells. Three total. They were numbered, from 20-23, and Charles felt his heart seize up in his throat. He turned to Raven, giddy and nervous but paid the feelings no mind as he stared into his sister's wide eyes.

"We've done it Raven! See if you can start to release them, but be wary of what you touch. I'll contact Erik." Raven raced down the lithium stairs, her footsteps echoing on the metal, and when she reached the bottom she darted without hesitation to the cell on her right. She gazed in through the thick plated glass, the cell narrow but unusually clean. Inside there was a young man, dark hair hustled and his head was lowered in sleep. He had on the formal hospital gown, and Raven's eyes traced down his thin body until she couldn't help but gasp at his feet. Instead of toes it was like another sprout of hands unfolding, the veins blue and pulsing and the skin an ugly irritated red. She felt her chest contract, grief swimming in her as she noticed now his bruised pale skin, his needle prodded hands. She rapped gently on the glass. The man stirred, eyes darting up and as he saw the nurses uniform he scooted away up against the wall, glaring up as best he could though the strength behind his eyes were weak. Raven inhaled, and reached out to press an intercom button by her head on the cell. There was some slight static until it cleared, and she brought her mouth close to the mic.

"Don't be scared. My brother and I are here to save you." Then she began to shift, scale like ripples going down her body, replacing pale skin with dark rich cobalt. Her eyes snapped yellow. "I'm like you." She whispered and the man's head rose.

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><p><em>E<em>rik descended the stairs, coming to land upon yet another hallway. Charles stood in front of him; smile still in place and to Erik's surprise the telepath reached forward and pressed a warm hand to Erik's cheek. The gesture was comfortable, it seemed to put Erik's frazzled mind at ease, and he couldn't help but lean into the touch.

"We've finally done it Erik. We're going to be able to stop these labs." Erik nodded, his hand coming up and enclosing Charles' hand in his own. The telepath's blue eyes shone bright, and he stepped closer, Erik smelling the soft scent of vanilla. But then Charles shifted, his body seemed to have a ripple trudge through it, and Erik's heart froze, his hand loosened on Charles' own. Charles' image waved again, the opaque of a person leaving him and Erik could see through Charles' chest. He jumped back, alarmed, and Charles seemed to fade and disappear completely. Erik's heart raced his mind throbbed.

"Char-?"

"How good to see you again, Erik Lensherr. Do you remember me?" The woman's voice that sounded from behind him froze every part of his being, made every nerve go numb. He turned hesitantly, eyes coming face to face with dark blue ones. Blonde hair obscured his vision as the woman stalked toward him, eyes falling over his body tiredly.

"So you do care for that man." Her eyes flickered to where Charles would be standing still. "Interesting." Erik growled, eyes darkening and he turned completely, facing her with the hate burning hot in his eyes. She took a wary step back.

"You fucking stay out of his head." His words were cold and low, and Emma felt an involuntary shudder at his words. Then she smiled.

"Too late, sugar." And the hallway and the telepath melted away. Erik banged his fist against the wall in frustration, the echo bounding off the walls and he dashed away, desperation written all over his face.

_Charles! _

_H_e thought desperately, feet skidding as he turned another sharp corner.

_ Charles, hurry and get out! _

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><p><em>R<em>aven's hands fluttered to this mutant's arm, who was wobbly on his feet. He turned to stare up at her, smiling awkwardly.

"I'm Hank McCoy."

"Raven." And she couldn't help but smile at this man, this man who felt the need to hide as she did, because in this society appearance judges everything. They locked eyes but the man flushed and turned away, just as Charles was rapidly descending the staircase.

"Hurry, Raven. We haven't got much time." Charles turned and ran across the room to the other cell, fingers flying to his temples and he pressed into this kid's mind: _Alex, don't be alarmed, I'm like you. I'm here to help_. One press of a button and this mutant was free, smiling in limitless and racing with Charles over to the next cell, both men pressing the release button at once. A red head stalked out, nervous, somewhat scared but when he spotted Alex, the mutant with short blonde hair, he seemed to relax. Alex rushed to him, patting him roughly but lovingly on the back and this redhead, Sean, smiled back. Charles was exuberant, hyped and shook all of their hands with newfound vigor. Then he turned to Raven.

"Raven, we have to go." Alex stepped up, eyes calculating and they shone deep under the lights.

"Leave it to me. I got this." Sean sent him a wary look but he shrugged it off with so much as a snort. All he had to do was twist his torso as though he was hula hooping, and the red rings of energy glowed and expanded with each twist. The heat was immense and Raven gripped at Hank's arm who only flushed at the sudden contact. Charles just beamed in shock and pride. The rings darted out, smashing against the walls of the building and burning through, stone and rubble clattering to the floor.

"That defiantly didn't go unheard." Hank muttered, and Sean was just laughing, laughing because these walls were supposed to absorb their powers like their cells it had failed oh so miserably. Charles marveled for an instant and jumped when the alarms' screamed out, flashing red lights glowing tantalizing on the ceiling. Charles issued everyone outside who began running when he stopped and froze as the night air hit him.

"Raven!" She turned and slowed, eyes wide with alarm.

"Charles, what are you doing? Let's go!" Alex, Sean and Hank all turned, worry etching themselves on their features.

"Dude, let's go!" Alex roared, the sound of stomping feet growing louder.

"I can't leave Erik! Go on, I'll meet up with you whe-!" And Charles' body slumped down into Alex's arms, who gritted his teeth in desperation as the labs doors busted open. In one fluid motion he had Charles on his back and was racing up the hill with a stunned Raven and smirking Sean, Hank racing far ahead through the illusion wall.

"Why'd you do that?" Raven cried as they raced, pulling up along side Alex as they neared the wall.

"He would have risked all our lives! This ways easiest!"

"You didn't have to hit him so hard!"

The guns started a shrill scream from Raven and Sean turned and inhaled at the oncoming bullets.

"What's he doing?" Raven shrieked, passing hurriedly through the wall.

"Saving our asses." Alex groaned as he followed Raven on through. A strident cry echoed through the night, its ghostly static tinge-making Raven shiver. Sean joined up with them on the street, and as a group they raced off into the night, Charles unconscious on a freed mutants back. Raven couldn't help but steal a glance behind them. Erik wasn't in sight.

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><p><strong>Reviews are greatly appreciated. <strong>


	11. A Blissful Silence

**Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'. **

**A/N: This chapter was fun to write. A lot happened and a lot of things have now been set up. This is dedicated to those who wait. **

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><p><em>R<em>aven sat by Sean and Alex on the floor of the hotel room, each folded awkwardly into the bath robes that the hotel supplied for them. They would have worn some of Charles' clothes, but he didn't have very much, and there was nothing comfortable to just recline in. Raven's throat felt dry, like sandpaper, and she couldn't help but lick her lips to try and moisten the dried out skin. Sean rested his head lazily on Alex's shoulder, already dozing off into oblivion, and Alex didn't seem to mind having him there. His presence was only calm around his friend's it seemed. Hank was in the bathroom, the sink had been going for a while now, and although Raven was tempted to go up and check on the man she restrained herself for now. She was tired, yes, so she opted for giving Alex an apologetic smile as she kicked off her boots and jacket and scurried in to bed next to Charles' sleeping form.

"You two can sleep in my bed, if you want." She whispered, and Alex just nodded his approval. He made no move to actually follow her offer though. The sink stuttered off and Hank stumbled out from the bathroom, face washed and body wrapped in a robe of his own. He fumbled with his glasses some, the water on his hands making them slip down off the bridge of his nose slightly, but after an awkward moment of fumbling he had managed. The room was silent for a while longer before Alex's hoarse voice carried tiredly across the air.

"Hank, why don't you take the bed tonight? We'll switch off every once in a while." Hank flushed slightly, sending an appreciative glance to Alex but he was staring off at Sean, whose face painted the perfect picture of calm. There was the rustling of sheets as Hank got himself situated and then silence. Raven turned her gaze over to Charles, his chest moving up and down in a hypnotic sort a rhythm, and she smiled softly over at him.

"He's going to be pissed." She said after a while, hand coming up and unbuttoning his dirty cardigan. Without saying much else she slipped it off his limp shoulders. He had lost weight, even after leaving the labs, and she felt a pang of panic.

"Yeah, I wonder if that one guys alright." It was Alex who responded, and Raven's eyes drifted over to Hank, who had fallen asleep as soon as his head hit the feather down pillow. She then turned her attention to Alex.

"Erik? I'm sure he is. He's strong, and smart. He'll probably show up by dawn."

"You seem rather sure."

"I just hope, really. Charles is scary when he's angry. Worse when he's sad." The silence that followed was lax and comfortable, and Alex shifted Sean slightly on his shoulder.

"Sean doesn't talk much, does he?" Raven questioned after a moment, and Alex shifted slightly from where he was situated.

"He can't." His voice was monotone and Raven felt a chilling ache in her chest at those words. She turned her head around on the pillow to face down at the blonde haired boy.

"What?" Alex smiled sadly, a crooked berated grin.

"I don't know what they did to him. They made it so he can only scream. Sometimes he can laugh but…" His words trailed off, and Raven let the blue show sympathetically on her skin.

"I'm sorry." Alex scoffed.

"I don't know why you're saying that to me. I can still talk." She swallowed, scooting closer to Charles in need of some comforting reassurance of physical contact.

"It's the only thing I can think of to say." She muttered softly, and Alex just nodded.

"Thank you." Alex murmured after a while, and Raven was somewhat startled to hear his voice, thinking he had drifted off some time ago. Raven marveled quietly at the feel of silken sheets, a mattress that was more than two inches thick. She was already starting to get used to the feeling of blissful ignorance. Her eyes were quite heavy, so she opted for closing them, the yellow fading in as her lids slid down, and she let a wave of calm to finally wash over her.

"Your welcome." She whispered, voice stifled by the sheets and fabric of the pillows, but Alex still heard her all the same.

* * *

><p><em>T<em>he cold blast of chilled polluted city air was a welcome relief to Erik as he snaked his way around the tall fences and gates, sliding under and bending metal over to reach the wall. He passed through like it was a wall of mist. His right forearm ached, throbbed really, and the blood pounded decadently in his ears. The sun was peaking up over the buildings or run down apartments, masculine skyscrapers seeming to hold the sun's rays in place. Erik inhaled deeply, hands tingling from loss of nerves where the fire had licked hot and searing trails up his hands and wrists. He began to walk swiftly down the street, pace keeping quick and he ducked his head to avoid two incoming cop cars. They were already sent out in blocking vans, wide and square, and packed with whoever knows how many men. They work fast Erik deducted, as a deep black smoke puffed its way into the rosy peach sky. Erik couldn't imagine how they were to explain this one. His hand fisted around the lighter in his pocket, and he couldn't help but smile. The file room was in ashes now; some hallways would have to be closed off. But in his encounter with Emma he had understood something: Shaw wasn't there. If he was, and these mutants had broken in, she wouldn't have dared left his side. It only meant one thing, that Shaw was out somewhere, and he would have to come back to the biggest of his labs eventually. It would give him and Charles to formulate an attack plan before then.

_T_his was going rather smoothly.

* * *

><p><em>S<em>ean hid rather well behind Alex, who in turn hid behind Hank, (He said that maybe if Charles lost it Hank's glasses would rebound the power. Hank pointed out that that argument made no logical sense.) And Hank hid behind Raven. If Charles was angry enough to plow through his own _sister_, then they were really in trouble. Instead of yelling or screaming, or making them all kill each other, Charles stayed as still as stone on the edge of the bed, eyes downcast and face pale. After a moment of their barrier formation, they dispersed, and Raven stepped forward, hand hesitating above her brother's cheek. She seemed undecided if she could touch him or not, but she did anyway and he didn't even flinch.

"Charles, I'm sure he's okay, I mean, it would be easy for him to get ou-." Charles stood abruptly, cutting through his sister's condolences, and he crossed the room in a heavy fierce stride.

"Um…Charles?" Hank stuttered, stepping out hesitantly to stand beside Raven. "Where are you going?"

"Quiet! Someone's outside." Charles snarled, fingers flying lightly to his temple. Everyone stood still, as still as they could manage, and Raven couldn't help scooting closer to Hank. Alex stepped into a more ready-to-run stance by Sean, who just licked his lips in worried anticipation. It took Charles less than a minute to lower his hand and step back from the door.

"More than one." He whispered, eyebrows crinkling together in confusion. "I should have been able to sense that, I should have-"

"Whose outside?" Alex probed, stepping forward so that he was standing mere inches away from Charles. "What's going on?" Charles turned to face the four mutants then, each with their own expression of concern on their features, and Charles smiled softly.

"We were careless. They found us. I'm sorry." The door flew open then, wood splinters flying like glass through the air, the sound of boots heavy and consuming in the air. The wood sliced through Raven's cheek, making her jump in unprepared scrutiny, while dust clouded and stung at Sean's blue narrowed eyes. There were five officer officials, each heavily armed, but as soon as they raised their guns they froze. Charles' eyes were closed shut, his fingers pressed roughly to his temples. The wooden spears twirled slowly in the air, as if all movement and gravity had been sucked away.

"Go." Charles gritted out, his teeth clenched hard and scraping. Raven's eyes widened in dawned realization, and she slowly began to shake her head in refusal.

"No, Charles no. We can get them, Alex can shoot them now!" She shot a desperate look to Alex who only stared at Charles, his eyes growing slightly as an unspoken conversation passed between the two men. Without further hesitation he strode forward and gripped Raven's arm, the other hitting sound on the back of her neck. An echoing slap rattled against Charles' brain and he inhaled deeply as Raven collapsed into Sean's arms. Alex gave Charles' a nod on their way out, Sean smiled and Hank patted his shoulder in confused sympathy. They were running halfway down the hall when they heard Charles fall, along with the groaning of metal. Hank skirted to a stop, and Sean bumped soundlessly against him, Raven hanging loosely from his back.

"So we're leaving him?" Hank whispered and Alex turned.

"I can't shoot them! I'll blow the whole fucking floor away! He told me to get Raven out, that's what I'm doing!"

"He risked his life to save us!" The scream of an official distracted the two men and Hank jumped as an officer's body flew against the wallpapered hallway wall like a rag doll. He fell in a heap, the visor of his helmet shattered completely, like the picture of a broken spider web. Alex rushed forward, past the bends in the hall and he raced to the room, greeted by a blood of crimson rain that gushed from a policeman's chest like a geyser. The liquid was warm on his cheek, thick and wet, and he just stood in the doorway of the abandoned hotel room stunned. He had never seen this man before, the one that stood by Charles, the one who had the metal of the bedpost wrapped around him as though it were a liquid metallic snake. Charles was grinning; a wide bright grin, and his eyes burned the most brilliant blue Alex had ever seen. It contracted ironically against the blood that stained his flushed cheeks. The man beside him flicked his wrist and the metal zipped forward, slashing through another man's throat and pinning him against the wall, the officer's feet swaying delicately off the ground. Alex stayed frozen still, the telepath and metal wielder's eyes falling silently upon him. Charles began laughing, a sound like a soft fall breeze, and he leaned heavily against the strange man with an unbridled fondness, and seeing that child-like expression on his face made him look like a doll; a bloodstained doll, surrounded by nothing but the heavy familiar stench of death and blood.

* * *

><p><em>C<em>harles was comfortable here resting against Erik in the cab. He smelled like metal, the scent of blood clinging to him stubbornly, but Charles couldn't bring it to himself to mind. He had, in some twisted morbid way, felt good. The men that had tested on him raped and prodded at him were dead. Only five out of hundreds but still. It counted. They were all squished in the speeding car like bugs, Raven perched provocatively on Hank's lap by the window, Sean and Alex squashed together in the back (back) seat, and Charles sat blissfully unaware next to Erik. The driver didn't want to look back, hand's shaking mutedly on the leather steering wheel, the taxi van weaving in and out of honking horns and bustling traffic.

"They're after us now!" Raven chirped, resting selfishly back against an embarrassedly awkward Hank. She rubbed her eyes tiredly, Charles having made her think she had slept through the whole ideal. Sean and Alex stayed dozing in the very back.

"Yes." Erik returned, shifting in his seat. "If not before defiantly now."

"Perhaps we should stay outside of the city? Just until we formulate a plan." Charles suggested, and Hank sent the other three mutants worried glances.

"M-maybe you shouldn't be saying this here…?"

"Don't worry." Charles responded, head tilting to lean tiredly throbbing on Erik's shoulder. "The driver isn't exactly thinking right now."

* * *

><p><em>T<em>he motel was a run down, small, dirty little place. Used cars and crushed motorcycles were scattered across the dry cracking parking lot, and the motel wrapped around the lot in a U format. Raven hoped out of the cab, pulling Hank along with her, and Alex steadied Sean as he stumbled out of the vehicle. The sky was an overcast grey, dark and demeaning, and Charles breathed in deeply. He felt exhausted, his head throbbing ruthlessly, and he couldn't help but wheeze out a few deep dry coughs. Erik glanced down at the weakening telepath as he sent the cab driver on his intoxicated way. Erik recalled leaving the facility after the fire had been set off in the E wing, and he remembered Emma's searing words rumble through his mind when he thought he was clear:

_He won't last long, dear. Soon, he'll need to come back to us. He needs Shaw, and Shaw needs him. But you already know this, don't you, Erik? He'll die without the medicine, and you'll die without him. Such a tragic story the universe tends to weave… _

Erik stepped forward, hand enclosing around Charles' elbow to steady the man. Charles glanced upwards, eyes softening, and lips quirking up into one of those loving grins.

"Thank you, my friend. I'm sorry for the inconvenience." Erik shook his head, his grip tightening.

"You're never an inconvenience, Charles." The younger man flushed and diverted his gaze to the four mutants stumbling ahead of them; Raven looping her arm around Hank's, Sean punching Alex heartily in the arm, Alex spewing off at how ridiculous Hank's feet were, Erik beside him, helping him on his way, his touch warm and welcoming. A feeling of peace dawned on his heart then. It was a moment like this the man had been longing for his whole life: a moment of utter completeness.

* * *

><p><em>R<em>aven got them two rooms easily. She decided that as long as she wasn't alone, she was okay. She would share a room with Alex, Sean and Hank, a two bed set room with a nice (and by nice they meant not yet falling apart) pull out couch. Charles and Erik were down at least three doors, and Charles had told Sean or Hank or Alex and even Raven, that if it was too crowded where they were staying they were always welcome to share their room. The four mutants refused.

* * *

><p><em> C<em>harles relished in the cold feel of the shower, the way the water washed over his chest and legs in a cooling calm. Raven had begged for them to get room service and a movie, and he said of course after Erik used his mutation to get them the movie at least, free of charge. He wondered absentmindedly if they were safe here. It did make him worry, with the wanted posters and police wandering everywhere there was ground to look for the six rouge mutants. The skin of his hands were turning to look like that of a plum, so Charles shut the shower off and with a sigh wrapped the thin white towel around his slender waist. He needed to get dressed.

* * *

><p><em>S<em>ean had cleared the whole bottle of diet Pepsi in two swigs, smiling triumphantly as he tossed the empty pint of plastic across the room. It hit the wall and rebounded onto one of their beds. Raven lounged in the motels sheets, remote balancing at ease on her right shoulder blade, and she had now taken the form of an actress she had found interesting in the film. Hank was perched on the futon, his shoes and socks abandoned, and his beast like feet clutching the edges of the green pull out.

"This is nice." Raven muttered after their second film, switching into her regular appearance of the girl with blonde curls. Hank scratched his nose but nodded, reaching for yet another packet of Twinkies.

"You think we'll really be able to do it?" He grumbled around the yellow cake log, the artificial cream popping into his mouth and melting on his tongue. "Shut down the labs I mean."

"'Course we will, Bozo. We've gotten this far. Shaw runs all the labs right? Once he's dead who'll run 'em? The nurses and guards are always bitchin' about how little they get paid, I doubt they'll stick around." Raven laughed and flipped over on her back, her head dangling off the edge of the bed.

"Then we won't have to hide anymore. We can live like this. Only minus the hiding away in cheap ass motels." Sean giggled and it was such a strange noise to hear from the unspoken mute. It made Raven wonder what they did to him, to only enable his speech but nothing less of words. It was weird, to say the least.

"You don't have to hide around us, Raven." Alex ruffed, looking over his shoulder at the blue-eyed girl. "Not around us. Let's see your real form, Hank's letting you see his." Hank ducked his gaze as Raven's fell upon him and she was silent for a long time. Then her skin rippled in fanned out scales, her hair shrinking up to red and her pale skin twirling into blue. There was a subdued silence in the room, one that made Raven blink her golden eyes in sudden shocked embarrassment. Then they started to clap, and Raven couldn't help but smile. She always did feel more at ease in this form. Still, the tears welled in her eyes but she didn't bother to wipe them away.

"Thank you." She couldn't help but choke out. "Thank you."

* * *

><p>"You're tense." Charles jumped, his wet hair dangling precariously in front of his eyes as he sat perched in a half way buttoned up shirt and shrugged on jeans on his bed. Erik was reclining against the headboard of his own mattress, eyes staring up lazily over to Charles.<p>

"I don't mean to be." Charles said after a while, scooting to sit facing his friend. "I'm just expecting another police squad to bust down the door." Erik raised an eyebrow, his shark grin returning.

"You handled it marvelously today." Charles shook his head, hands intertwining on his knees. His bare feet scraped the motel's carpeted floor, and he sighed wearily.

"I don't know what got into me. The blood still won't wash out from under my nails." Erik sat then, moving over to sit on the edge of his bed now, gaze intense and his green eyes clashed with Charles' blue.

"You let yourself go for once, Charles. You finally gave in."

"To what?" Charles retorted, the stinging of his head intensifying. "What did I give into? Murder?" Erik's grin softened, and he couldn't help it. The telepath had weakened his walls of locking away his kindness, of keeping up a front. It was the least he could do to smile.

"You gave in to your power's Charles. The beauty of it."

"I killed them."

"You delivered justice. There's nothing wrong with that." The telepath fell silent, staring solemnly down at his hands.

"I feel sick." He whispered, head lolling slightly to the side. "I feel sick, Erik. And to be truthful I'm scared." Erik's eyes narrowed and he leaned forward, gaze strangely intense. It took all Charles' strength to not drown in his stare.

"It's Shaw, Charles. I don't know what they did, but-" Erik inhaled deeply then, his shoulders coming up then back down again. "But," He continued, "I won't let him hurt you. Remember what I said to you before? What I promised?" Charles' heart would not stop racing, would not stop sending his blood pounding, and he found he could only nod.

"You promised you'd protect me." He whispered, and his heart felt giddy saying those words. Erik nodded.

"Have I kept my word so far Charles?" The telepath nodded, a smile forming on his lips.

"Yes. Yes, you have, Erik. I-Thank you." Erik swallowed, taking in the telepath's earnest eyes, the heavy care and genuine feeling laced into his words. He couldn't help thinking it, and Charles couldn't help reading it. The telepath blushed fiercely then, his lips parting cherry red, and his teeth flashing pearl white.

"Erik…" He couldn't hold it back any longer. Erik leaned forward, hands touching down on either side of Charles' knees and slowly he began to push the telepath down onto the mattress, onto the white pristine sheets. Charles tried to breathe, tried to think but for the first time in his life his mind was silent. Erik's chest pressed against his, and he felt the other man's warm sweet breath fan kindly across his face. He gave an involuntary shudder.

"We fight tomorrow, Charles." Erik whispered, his voice deep and seducing and Charles just couldn't stop his heart from bursting…

"So I'll say this again…" Erik drew closer; his face inches away from Charles' flushed one. "I will protect you. Even if it costs me my life."

_A_s those pressing lips touched his nothing else was there. Not the sounds outside, the drumming of his heart, the pounding of his blood. Nothing. Blissful silence. And Charles found his hands coming up from under himself, his hands tangling themselves into Erik's hair, the very smell of the man sending him into a sort of oblivion. Erik's lips were rough yet gentle to feel, and they moved against his in a graceful passionate embrace. Charles' chest felt like it would explode, the feeling of warmth and excitement too much, and he pressed in closer, parted his mouth open to allow Erik's own in. He moaned at the jolt of heat, and his hands fisted in the other man's short hair tighter, crushing them so impossibly close that the other couldn't move away from him. Erik's hands held Charles' waist, his thumbs rubbing secretly seductive circles through the thin material of his shirt, and the soft sound Charles made set him off.

After that, they couldn't stop even if they wanted too.

**•••**

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><p><strong>Reviews are greatly appreciated. <strong>


	12. Are we the bad guys?

**Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'. **

**A/N: This chapter was fun to write. A lot happened and a lot of things have now been set up. This is dedicated to those who wait. **

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><p><em>T<em>he sunlight had never felt so warm.

_I_t flittered in like a spy through the blinds, seeking out the warmth that was as similar to its as possible.

_T_he presence of another had never been as welcomed.

_E_rik realized that as he stared down at Charles' face downed in the heavy remaindants of sleep, the telepath pressed lightly against his chest, arm draped tightly around his waist, as though he was scared Erik would leave as he slept. His cheeks were still a little flushed, his breathing calm and rhythmic. Erik couldn't help but smile at the sweet innocent beauty of this man. He reached up and gingerly caressed Charles' cheek, relishing in the soft baby smooth skin that lay just under his nails.

"I won't loose you, Charles." Erik whispered to the sleeping man beside him. As he spoke those words out loud, he felt like it was possible, just for a fleeting moment. Erik retracted his hand but let it drape around Charles' shoulders, pulling the younger man in closer. He was warm, and had a sweet subtle smell, but it made Erik's heart pound and his nerves grow warm. This feeling was strange. It made him feel so happy, so at peace. He couldn't help but smile.

_C_harles let his eyes drip open, taking in the broad chest before him before he scooted in closer, pressing his cheek to that chest and listening to the even beating of Erik's heart.

"I had a strange dream," Charles heard himself saying, lips moving in butterfly kisses across the metal bender's flesh. "I was in a field. The grass was long and tall, and there was no path. I was walking but I wasn't moving." He paused, planting a playful kiss on Erik's collarbone.

"I called out to you, and even though I knew you heard me you couldn't call back." Erik's grip tightened protectively, on pure instinct, and Charles reached himself up to plant another open-mouthed kiss on Erik's jaw. "The field was burning the next time I blinked. My head still hurts from it." Erik was silent for a moment, not knowing exactly what to say, so he tucked down his head and let his lips find Charles'. He would never grow tired of the feeling.

"You never have to worry, about me not being able to hear you, Charles." Erik muttered against the telepath's lips. "I'm always there." Charles smiled, a warm fleeting grin before he inhaled deeply and fought back the tears that meant to flow.

"I know you are, Erik. Just a silly dream." And when a tear did escape, did manage to fall past closed eyes and trickle down embarrassed cheeks, there were red rough lips ready to capture it in its wake.

"My head hurts Erik."

"I know."

"It's pounding."

"Just breathe."

"She's always here."

"Block her out."

"…Do you hear it?"

"Hear what?"

"My heart. It's crying."

"Charles…"

"She's here but I'm happy, Erik." The sound of sirens were unwelcome and loud, and Charles just nestled in closer to Erik, let himself be pulled in tighter.

"Breathe, Charles. Don't worry. _We'll fight the whole world_."

* * *

><p><em>R<em>aven didn't expect to wake so early. Nor did she expect to be woken up by police sirens. But it was just the way it was and she sprung up, tripping over sheets as she darted over to Hank, shaking the already waking man roughly.

"The hell is it this time?" Alex snarled, rising from the bed and darting over to peer out the window. Blue and red flashed harshly across the motel room, the sun just rising up in the distant sky. Hank fumbled to stand, reaching for his glasses in Raven's outstretched hands. He managed to mumble a hurried thanks.

"I'm not in the mood to fight." Alex stated as Sean rose up to stand beside him. The redhead's eyes grew slightly. Then he smiled.

"I'm tired." Raven murmured, taking Hank by the hand and pulling him up to the door. "And my hairs a mess."

"Where are Charles and Erik?" Hank questioned, the police cars screeching to a halt in the empty lot. Raven's eyes widened and she looked around frantically, pushing Alex to the side to peel up the blinds.

"Whoa! What are you doing? Now they know where we are!" Alex snapped, hand snatching hold of Raven's sleep wrinkled shirt.

"They would've found us anyway, I'm just speeding up the inevitable!"

"We could've fought back-!"

"We still can!" The door came crashing down as soon as an official's boots crashed upon it.

* * *

><p><em> C<em>harles slipped his shirt on quickly, tossing Erik's his as he made his way over to the motel's cheap wooden doors.

"I'm not in the mood for this, Erik." He sighed, and he relaxed slightly as he felt Erik's arms embrace him from behind.

"This is our last few minutes of peace, Charles. Enjoy it while you can." Charles chuckled, leaning his head up to meet Erik's lonely lips with his. The kiss was passionate and wanting, burning and sweet, and Erik's lips answered every question Charles' asked. They pulled away at the obtrusive banging on the door.

"Police officials of Labs 228 and 223! Open up!" Charles' smile faded, his eyes growing cold, and his index finger and thumb reached out to clip themselves on the hem of Erik's sleeve. The action left an aching in Erik's chest. He remembered the time he did it before, the time they were going into the labs. Yet another time their lives were at stake. He raised his hand, the metal of the framework and shower curtain rattling as they moved through the air, toward the door and out the window. Glass shattered in dizzying spirals, the shards slashing through the air and landing sticky into the beige carpeting.

"Police! Op-!" The sound of fabric shearing was heard, along with the splash of bodily fluid as the policeman fell. Erik swished his wrist and the door opened with a moaning groan. Another flick of his hand and the officer's bleeding body was thrown away, the shower rail sticking grotesquely from his snapped throat.

"Ladies first." Charles stopped mid-step and turned tauntingly dangerous toward Erik.

"So I'm the lady here?" Erik just smiled as Charles gave a weary grin before he turned and raced from the room. Sean's scream was enough to make anyone run. It echoed loud and hoarse throughout the parking lot, blowing away filled cop cars into the air and letting them smash down again with the shrieking of horns and crunch slapping of metal. Erik didn't have to do much. Just raise a hand the officials were soon disabled, guns cocked and spinning in the air to face their owners. To Erik, it was the most beautiful irony. Their jobs would have killed them in the end anyway. Charles found Raven crouched by her bed in their room, she was trembling, but her mind read steady, just a little shaken up. Residents at the motel peeked out of dust coated windows, expressions of horror and fascination etched permanently on their unshaven faces. A young boy tried to go outside, but his mother's thin arms enfolded him, and through the fit of brown curls and baggy shirt Charles could make out the little boy's argument: "The superhero's, mommy! I wanna see the superhero's!" The woman's mouth opened as she took in the blood around them, the police with their own weapons cocked and aimed to splatter their heads across the pavement. She tugged the boy closer yet, hand slapping over his yapping mouth, fire red nails stark against the child's pale flesh.

"No baby." She choked, eyes meeting Erik's and holding its green grey gaze. She shook her head, the blonde tangled mess of hair matting against her cheeks. "No, baby, no. These aren't superhero's, they're the bad guys." And the door to their room slammed shut, and Erik let his gaze fall. _They_ were the bad guys? They weren't the ones trying to wipe out a complete and evolved race. No… Erik raised his hand, the officer's shifting on the cracking asphalt under their boots. Sweat poured down their faces in the form of tears, something these men would never show. Erik could feel Charles' tugging at the recesses of his mind, pulling him away from it all but he bit his lip until he tasted the acrid tang of his blood and he let his fist close. The official's screams echoed like the wails of dying kids, and the after effects of the gunshots reverberated through Hank's head. He felt sick as he watched the bodies crumble, felt as though his stomach were raging up out of his throat as he saw their brains and fragments of skull clatter and splat against the black concrete. Raven gripped Charles' arm tightly as they made their way past Alex and Sean to stand outside beside Erik. All had gone eerily still.

"Erik," Charles whispered, gaze shocked and horrified as he looked around the slaughtered men. "You killed them." It was an obvious statement, and Charles hated himself for saying it, but he had no other words to say. He didn't know if he should feel relieved or disgusted. But Alex was grinning, and Raven was smiling broadly, staring up at Erik with inhibited wonder and sadness, and Sean was leaning on Alex in relief while Hank looked pale and demoralized.

"Are we the bad guys now, Erik?" Charles broke out, and everyone turned to stare at him, their expressions molded into the sight of when they first saw the blood fly. Erik didn't move, but his eyes told everything, the guilt and rage and mocking embarrassment foretelling all. Charles wanted desperately to reach out to him, to take him in his arms and whisper words of sweet nothings in his ear, but instead he let his eyes fall. Just…just _fall_. And his body seemed to be mimicking his eyes because before he knew it his knees had scraped against the concrete and Erik's arms had wrapped around his waist and shoulders, pulling him up to his unsteady feet again.

"Charles!" Raven quipped, arms grasping his in their fumbling hold, and Erik just pulled him up closer. Charles felt so light headed, his entire body nauseated and dizzy, and his legs felt like melted rubber. Sean's head poked worried over Alex's shoulder and Charles felt himself heave, coughing in the most violent shuddering manner he'd ever experienced. The metallic taste of blood stung and batted at his tongue, and he felt his hands come up to cup the falling red liquid. Everyone grew still as they stared at the substance in Charles' hands, and Erik's grip slackened in surprise.

_You are messy, sugar. It's been fun, this game of hide and seek. But we've grown weary of it. We found you, so you're "it". _

_T_here was a snapping sound, and a cloud of red smoky vapors surrounded the three figures that appeared from the mist, standing in the center of the dead crumbled cops. The group looked up, Charles' eyes wide as he turned to stare at the tall man in the center. He had brushed back brown hair, whites suit and leather boots, and a woman and red man stood on either side of him. The realization hit Charles instantly. He gripped Erik's arm, nails digging into the man's skin, and Erik turned to stare down, eyes worried hard.

"That's him, Erik." Charles gushed, hand tightening its hold. "That's Shaw." The man in the center just smiled, catching Charles' gaze he spread his arms wide.

"I've been looking everywhere for you, my little telepath!"

**•••**

**Reviews are greatly appreciated. **


	13. You were taken…like the rest of them

**Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'. **

**A/N: Enjoy. **

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><p><em> T<em>he air seemed to have gone cold, the gravity heavy and more possessive than it ever had been. Charles' heart was pounding, bashing against his ribs to escape its bony confinements, his blood racing to reach his head first before any new form of oxygen could. It was getting harder and harder to even think clearly, his mind icy cold and growing numb. He leaned more fully against Erik, and Raven's eyes darted to him and then to the woman with blonde hair like spun gold linked arm and arm with Shaw. She was staring ahead at Charles, gaze persistent and unwavering. Raven stepped forward then, descending the stairs to the crumbled lot, Charles reaching out to pull her back. His fingers graced the flush fullness of her cheek, and his eyes widened at the sudden contact. He had not meant to read her thoughts by touch, didn't mean to understand all that was her by caressing her cheek in a manner to slow down her stride, but he had and his body went rigid. Erik noticed and called out, Raven not slowing her stride. Hank stepped forward, hesitantly and stricken with a panicked fear as Shaw eyed her predatorily.

"Raven, wait!" Hank's voice struck Raven and she tore her eyes from the ice blonde, up to where Hank was situated on the stairs. "What are you doing? They'll kill you!" She clicked her tongue in frustration, staring into Hank's wide brown eyes. It struck her then: he cared. She pointed sharply over to Emma, finger shaking in rage as her eyes darted from Hank, to Charles, to the woman and back again.

"She's doing something to Charles, Hank!" Everyone followed her finger but Emma's concentration remained heavy. Charles felt a stinging pain and flinched, groaning as the feeling escalated throughout his body. Erik snarled, shifting Charles' so he was supporting him with one arm, while his other began to manipulate the metal of the cars, window frames, street lamps, and abandoned guns around him. A gun to his right he shot off in Emma's direction, the bullet whizzing near her head, her concentration breaking and Charles' let out a wavering sigh of relief. The bullet was about a hairs width away from her eye, when she frosted over, diamonds of hard jewels dusting every frame of her voluptuous body. They sparkled rainbow in the rising light of the sun, sending shards of colorful bright around her. Erik kept the bullet drilling, the diamond cracking slightly under the sudden pressure, and Emma hissed and jumped back, the bullet shooting down and embedding itself completely in the ground. Raven's head snapped up and she shot Erik an appreciative grin. Charles just breathed, something he was deprived of with Emma in his head, and he staggered to stand up straight. He held out his hand and Raven took it, making her way back up the stairs and taking her spot by Hank.

"They do care for you Charles." Shaw chirped, the grin wide on his face as he stepped forward, the red man following his movements with precise transfixion.

"You are Shaw? You created the labs?" Sebastian stopped near the steps; heat surrounding Alex in a swift furry of warmth. Erik's grip tightened on Charles and he stepped forward, shifting so that Charles' was standing behind him.

"What the fuck do you want with him?" Shaw's eyes left Charles' unwillingly, and he turned his now cold gaze to Erik. His smile grew sinister.

"Ah, Erik Lensherr." His head cocked to the side as his eyes swept calculating around the group, though they soon darted back to Erik. "You were one of my best." Erik bristled, the metal singing in his veins to kill, to kill this man before him and end it. Who was he to deny his power? The black asphalt cracked up, spider webbing in all directions as rusted metal pipes flung forward, water bursting forth from the unpressurized leaks of steel. Shaw didn't move as a pipe swung fiercely toward him, just lifted up his hand and as the pipe drew nearer it busted into a fountain of murky fluid. Emma stilled, stunned and anxious, her diamond form dusting off and her regular pale iced skin melted back in. It was then, in that moment of stunned, unintimidating silence, that Raven darted forward, her hand bashing unceremoniously into Emma's jaw. The blonde mutant's teeth rattled together, clipped off the edge of her pink loose tongue, and she fell backwards, head smashing against the black littered ground.

_Raven move! _

Charles' voice echoed around in Raven's mind and she darted to her left, a red man appearing where she would have been, spiked tail piercing the asphalt where she once stood.

_Watch Azazel, Raven! He can teleport. _

_A_zazel was gone in that déjà vu puff of smoke of red and black, and Raven only heard the snapping sound behind her before she felt something press her back and knock the wind from her face. She turned, seeing Azazel's red form fly high and then poof away in mid-air, appearing again to lift Emma to her feet. Hank stood back to back to Raven, who was smiling at him like a weeping love struck goon. Hank's feet were exposed, the muscles in his raised arm rippling with a beast like strength, and Alex and Sean began to make their way toward the trio. Erik was aching to go, aching to tear off Emma's pretty little head, but the water had cleared and Shaw stood tall, hand raised emanating a type of heat that could only be described as pulsating energy. Charles wobbled slightly on his feet, the chilling presence returning once more, and the added heat coming towards him made him feel extremely nauseous. He let out a pained groan, collapsing to his knees. He felt Erik's hands slip from him like butter, and he wondered for a fleeting moment if even this man couldn't catch him when he fell. He was wrong of course, as Erik's fingers locked onto his shoulders and shook him, the metal wielder's voice sounding as though it was underwater.

"Pathetic, Erik." Shaw clicked his tongue in disapproval, lowering his hand as he saw Charles' eyes close. He flashed a smile to Emma, who was being hauled up by Azazel's strong crimson arms. She returned it weakly, blood slipping from her cracked once perfect white teeth. Erik's eyes narrowed, his blood boiling in his ears.

"What the hell did you do?" Shaw's attention returned and his smile turned like the icy his partner carried in her voice.

"It's weak, Erik. To protect that mutant so preciously." Erik just grimaced.

"You're a mutant."

"I am."

"You made the camps to imprison your own kind? WHY?" Shaw clicked his tongue, eyes darting down to where Erik was holding Charles' tightly against his chest.

"For starters, let's release the telepath." All Sebastian needed to do was lift his hand and a beam of light shot out, pure internal energy and when it touched Erik's chest he couldn't help but scream. It felt as though his flesh was being zapped away…

* * *

><p><em> E<em>mma shifted again, running at Raven with a speed both women didn't realize the other held. Alex moved to attack but Azazel was behind him before he could, arms wrapping around his neck attempting to teleport him away. Sean screamed out, his voice echoing profusely radiant through the air and Azazel could only manage to zap him and Alex halfway through the air before the sound waves made them both fall. Emma's diamond rough hand made Raven's brain rattle against the confinements of her skull, and her eyes rolled back in her head as she stumbled, her vision going black and dizzy. She collapsed on the ground, her shoulder blades scraping the ground, and her head bashed hard against it. She could hear Emma stalking dangerously forward, could hear the clinking of diamonds on the stone. So she did the obvious thing: she shifted into the shape of Emma. The woman froze, staring unbelieving at herself, before her eyes narrowed and she transferred her mind into Raven's. The shape shifter's form shifted and her blue self showed through. Hank was behind Emma before she could see him move, and his hands around her neck were like the claws of a beast. His nails scraped across the slick layer of jeweled skin. With Emma's concentration broken Raven gasped back into herself, the blue fading from her skin but the yellow remaing dominant in her eyes. She spat the blood from her mouth and with Hank they slammed Emma into the ground, the diamond's shattering dust and vibrant colors like the rainbow snow. Emma's eyes slipped closed, the blue loosing their deep sheen, and her diamond form cracked off, exposing her human self once more. Blood escaped her mouth and nose, a gash deep burgundy on her forehead.

Raven couldn't help but laugh, a deep rich one as her head began to swim, and she spat again, a tooth clambering out and clinking hauntingly on the black cement. She gasped, hand flying up as a dull numbing throb came over her jaw.

"Damn…" She snarled, foot coming out and kicking against Emma's head, her nose snapping off and lopsided to the side. Hank licked his lips as he dried his sweat-coated palms on his pants, walking up and wrapping his arm around Raven's shoulders.

"How hard did she hit you?" He questioned but she just slumped down, eyes slipping closed as a thin line of bright scarlet trickled like a tear between her closed dry lips. Hank just held her close.

* * *

><p><em> E<em>rik's back skidded across the stone, and he gritted his teeth as he collided into a nearby wall, mind not working clear enough to make the metal in the pipes below slow his crash. The pleasant buzz that was Charles was absent from his mind. His heart felt as though it had stopped because of it. With a groan he rose to his feet, his knees weak but he'd be damned if Shaw saw this.

"I don't think you should be moving." Shaw muttered, walking up the stairs to Charles' collapsed form.

"Emma's certainly good at her job, don't you think Lensherr?" Erik just saw red, bright angry, murderous red.

"Get away from him." Shaw just smiled, kneeling down beside Charles' limp body. One of Sebastian's hands reached out, tucking a strand of Charles' chestnut hair behind his ear. With a snarl Erik raced forward, calling forth the metal railing behind Shaw and as it coiled and began to wrap around this mass murder's throat Erik felt his body grow impossibly hot, and he fell, hands breaking his tumble so his chin wouldn't smash open against the cement. As a result the wire fell, and Shaw slipped his head out from under it. He let out a pitied chuckle.

"You don't seem to realize the situation your in, Erik. The energy I snapped you with," Shaw's head rose up and he let out an ear splitting whistle before pointing an accusing finger at Erik. "…Is still in you. Which means, I can control you. So just lie still for a while longer." Azazel appeared then, Emma in his arms and Erik saw from the corner of his eye Hank carrying Raven and Sean supporting a bleeding Alex.

"Azazel, let's go. I'll take Emma, you take the telepath." Erik's eyes widened and he swore his heart stopped. A cold sweat broke out across his skin and his stomach churned like a wheel was speeding along inside him.

"DON'T TOUCH HIM!" He roared, and he struggled to raise his head, his hand, his anything, but whenever he tried an excruciating heat broke out and he just let out a pained growl. Azazel's dirty blood covered hands scooped up Charles and flung him carelessly over his shoulder, as Shaw held Emma like a broken doll against him. Sebastian looked out one last time over the lot, before smiling and in a puff of red and black smoke he, Emma, Azazel, and Charles were gone.

_•••_

**Reviews are greatly appreciated. **


	14. Nothing discovered

**Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'. **

**A/N: Enjoy. **

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><p><em>I<em>t was raining he thought, the small droplets of the skies tears falling and splattering against the grey washed cement in a sullen type of lullaby. He had always hated the rain. He let his feet lead them, the mutants that followed like whipped dogs in this storm. He couldn't hear his heart. He couldn't hear his own thoughts. He was frosted over like the rain, just walking ahead with one purpose in hand, not needing to stop and think. He just needed to get it done.

"Erik, we've been walking miles now. I really need to rest, my wounds are bleeding again." Her voice was strained, light but heavy at the same time, and her footsteps dragged. They were entering the station, the subway cars rolling down as if they were hyped up on the numerous forces of crank.

"So rest." He responded, his voice clipped and tore with the rattled edges of laced insanity. "Rest, and recover." The doors of one subway opened and Erik stepped in, turning his head around to stare at the others.

"Rest on the train, Raven."

* * *

><p><em>S<em>he felt just as lost as him. She wasn't sure if he noticed this though. He wouldn't sit down with them; instead he opted to stand, although there was no one else but them occupying the grimy compartment. She focused on breathing in slow gulps of murky air, her wounds aching with each breath but she could feel herself healing. She was built better than the rest of them. The train rattled along, bumping and jerking, and Raven thought for an instant that it was Charles who was touching her arm. It wasn't of course. She looked across from her to Alex, who was rubbing the blood of his face, the scratch on his nose standing out harshly in the green glow of flickering lights above them. Erik would not stand still. He moved up and down, unnerved by the constant moving of the cart, and Raven couldn't help but notice the slight limp he carried. She didn't say anything though. But Alex did.

"You might want to sit down." He was directing this toward Erik of course, but his voice carried off in another direction, flimsy lost vocals that have already given up. Erik didn't respond. Instead he kept pacing, like a hungry lion waiting to pounce. He was wound up like a spring, a jack n' the box, seeking the right moment to yell "SURPRISE!" Raven decided to sleep. She let her eyes close, let her heart calm, and let the memories with Charles wash over her like a wave that took her under. She was tumbling in the feelings, flailing arms and legs to breathe against it, but she held her breath and instead slept.

* * *

><p><em>I<em>t was raining he thought, the small droplets muted against the tall ceilings and thick walls, no windows here to reflect their landing. He just listened, could tell it was there along with the wind, helping it on. He was hoping for a sunny day, a painless sunny day. He had wanted to have breakfast with Erik, cuddled up in the man's strong arms and never leave. He had wanted to take Raven to a nearby salon, the first one she would ever get to go to, Hank to a science museum, Sean to an airplane exhibit, Alex to a movie that had once interested him. He hadn't gotten to do any of those things. The steel was cold, even through the thin layers of bedding. He still felt its chilled hands reach up to him. He felt drowsy, and broken, and bandaged. He moved his fingers, a dull pain shooting through his arm. He didn't want to open his eyes yet. Maybe it was fear that held them closed. Maybe it was disappointment. He couldn't help anyone.

_You're awake. _

_H_er voice ripped through his mind and he sighed. He didn't respond, just let her words hang open in the air like a piece of abandoned yarn. He wasn't going to speak with her. He was going to speak with Shaw.

_I know you are. Your mind tells me so. _

_S_ilence met her words.

_Your sister broke my nose. _

_C_harles allowed himself to laugh at this, what a silly image that would make.

_You dare laugh? _

_H_e did again for good measure.

_I'm going to kill you. _

_H_e was still laughing, harder even now. Yes, why state the obvious? Of course they would kill him, he knew everything about this place, how it worked, and how they worked. Why not kill him? So do it. End it now. He hated this table anyway.

_I'll give your mangled body to them. _

_C_harles stilled. Her tone was taunting now.

_Your head to that man—Erik, I believe? _

_C_harles allowed his mind to go blank. He wasn't going to react to her petty games. Instead, he focused on breathing. Should he open his eyes? Or was fear and uncertainty still binding him?

_I wonder what he'll do…I've never seen a man cry before. Do you think he would Charles? Cry over your head? _

_T_he images she pressed into his mind were torturous. He had never seen Erik cry, had never seen him gain a tear, but in these foggy imaginings he was sobbing. Charles heard his heart break. He tried to push the pictures from his mind, the pictures that made his fists grip the sharp edges of the table.

**_Stop. _**

_I_t was her turn to laugh.

_You respond to that? Pathetic. _

_T_he images increased ten fold.

* * *

><p><em>P<em>olice were posted on every corner. The rain slid seamlessly down their helmets and visors, their guns glinting slick, their uniforms wet. Every passer bys arm's were checked thoroughly, scrubbed clear of any foundation that could cover up the pressing tattoos. Erik groaned inwardly, stepping back again and turning to face Raven. She transformed immediately, her blonde hair turning black and shooting up to be tucked away beneath a helmet, her full lips loosing their redness and shrinking in thinner. She took on the appearance of a thick built man, her police uniform and shape surprisingly convincing.

"Lead us down to the candy store Raven. I think it's four blocks from here. We'll walk behind you. Act like your leading us, but don't draw attention. Alex, stand beside her and converse. If they think we're acquainted they may not tail along." They began. No one looked and no one followed. The police didn't turn or move to follow. There was no sort of concern. Sean crept closer to Alex, the rain giving him a slight chill, and the warmth that wafted out of the blonde haired boy was comforting and real. He swallowed, wiping his red drenched hair from his forehead. It clung to his skin like burnt eggs on a pan. Sean swallowed, feeling his throat as he did. He longed to talk to Alex now, to tell him that he was wary of the looks of the civilians, but he did nothing to draw Alex's attention to them. Maybe he liked the way things were going, liked how for once their plans were moving along smoothly. But maybe it all circled around how his mind felt clouded over in the new winter's frost.

* * *

><p><em> C<em>harles had closed off his mind. As a result, he was in only blackness. He could not move, and he denied his brain the right to think. He could feel Emma waiting outside the walls, like a cat waiting to pounce, tail waggling in anticipated excitement, claws sheathed and unsheathed. He felt as though he was drifting in a void, his nerves dead and light inside him. He felt totally disconnected. Which was better, he supposed, than those thoughts that made his toes curl and his heart shatter like breaking glass. The shards, even after broken, still latched on and still managed to stick in deep. Distantly, he though he heard a door swing open, a whoosh of pressurized air pricking at the corners of his subconscious. Muffled he heard two pairs of footsteps, echoing tauntingly around the vast (?) room.

"He closed off his mind, he's lost in himself. I can't wake him up." Charles recognized that seemingly always-playful tone and he inwardly recoiled. Tried to physically, but his hands seemed to be bound, feet experiencing the same up coming issue as his hands.

"That won't do, my dear. I left him in your care." The man's voice sounded like it was patronizing a six year old about leaving a doll in the yard, but the man's tone suddenly grew cold. "Deal with it. Wake him up. We don't have long, the CIA's getting on my ass about unauthorized testing, and the other labs are shutting down. I need this **now**." The man's voice belonged to Shaw. That much was obvious, and Charles felt like he had gained a lot of unattended information in the past thirty seconds. He opted for opening his eyes as he sensed Emma growing closer. Her heels stopped, and she stood out of place in the confinements of this white, metallic room.

"He's awake." She sighed, eyes piercing in a formidable glare down at Charles, mouth set in a tight line. Charles took in her appearance; her left cheek sprouting a major bruise, and it was taking on a nasty shade of blotchy purple and swollen yellow. Her nose was in a cast; metal slices holding it securely in place and a white fluffed up cloth covered the rest. She looked awful and Charles smiled at that. Shaw turned at the sound of Emma's voice, his eyes excited and bright as he strode forward out under the florescent lights.

_O_n his head was a helmet.

_D_ark navy, with steel outlining around the brim, and it covered his nose and arched over his eyes like two silver bridges waiting to fall. Charles bit his lip, focusing on the man before him but as he stretched out with his mind, ignoring the bombard of images Emma was throwing his way, he was met with only static and the dull vibrations of excitement.

_ H_e could not read Shaw.

"You're awake! Good, good, now we can begin!" Shaw seemed flustered, and as he turned this way and that he froze, eyes landing on Emma's swollen lopsided nose. He turned back to Charles, wires dangling from his hands as he tucked them swiftly and gently onto Charles' forehead, using a means of suction disks to get them to stay.

"You know, Charles." He was saying, applying wires to the telepath's arms, legs, and neck. "Your darling little sister broke my lovely's nose." Charles couldn't see Shaw's eyes, the helmet cast a dark protective curtain over them, but he could feel the weight of Shaw's words. His heart sped. "I don't see her here, so how can Emma get out her rage, hm?" Charles didn't need his mutation to know what this man was thinking. He braced himself. Emma's fist was hard, like diamonds only bonier, and her knuckled were like sharpened gems. When she hit Charles' nose his head snapped to the side, banging roughly against the metal that made up the edges of the table. A dulling echo filled the room and Charles' coughed, blood already creeping down the back of his throat. He felt the warm hotness of red trickling down his lips and cheeks, and he desperately needed to keep his head up for fear of choking on his blood. But he couldn't exactly move, so he just groaned, and tried to focus his concentration on whether or not his nose was broken. He had heard something pop, but not crack. He couldn't tell is that was good or bad.

"You made a mess, Emma." Shaw cooed, reaching forward and dabbing at Charles' throbbing nose. "It's not broken, but its damaged." He muttered, hands prodding at the blood now lying on Charles' parting lips.

"How messy indeed…"

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><p><em>•••<em>

**Reviews are greatly appreciated. **


	15. Here We Go…

**Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'. **

**A/N: I am SO sorry for the late update, I'm trying to update a new chapter at least once a week now, but school has gotten SO SO SOOOO annoying! Please be patient with my inconsistencies! ):D **

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><p><em> I<em>t wasn't a surprise really, that Erik had killed five men in twenty seconds. 'They were in the way,' he had stated, walking forward and punching his numbers into the coded box on the alleyways wall. The blood that coated his hands he wiped away on his jacket absentmindedly, the rain now droning down in a dull simple beat. Raven stepped nimbly over the bodies, the blood running and gathering into the sewer. No one noticed, or even looked this way. Which was eerily good. Raven reached for Hank's hand and found its warmth as they gathered to stand by Erik. She felt her nerves sing happily at the added warmth, and she curled her fingers around it. Hank was blushing profusely but made no move to pull away as the group began to step through the wall…Before Erik shot them back. The metal they carried on them pulled them back at least ten feet, whether it was a small zipper or a button with metallic lacing they were gone. Raven felt her head jostled, her shoulders bump onto the bend in the dripping wet sidewalk, and she had no time to react as Sean's head smacked against hers, a dull banging throb erupting around her bruised skull. She raised her head and caught a glimpse of Erik surrounded by a heavily armed police squad. He sent her a nod before the wall hardened, and the group and Erik were gone. Raven shifted out of the form she was in, and it melted away like sugar in the rain. She felt arms wrap up under her shoulders and help pull her clumsily to her feet, Hank's dark hair tickling comforting against her cheek. She swayed, her head throbbing, and reached for Sean to help him up as well. Alex was already standing. The rain was steady now, building up and around, and Alex took his place by Sean's side.

"Is there a back way in? That's what we need." Raven grumbled, taking Hank's arm and pulling him down the sidewalk. The others followed suit. Their feet sloshed against the wet washed streets and Alex slid easily through a growing puddle.

"There's always more than one entry. We just have to look." Hank murmured, eyes directing up toward the rain. The droplets fell and splattered like blood against the glass lenses of his thick prescription glasses, and he doesn't bother to wipe them away. In truth, he doesn't mind. It makes the real world seem fleeting.

* * *

><p><em> T<em>he guard's uniforms were itchy. Erik hated them from the moment he flung one on, regardless of the blood, regardless of the bone fragments. He could ignore the petty details. It was harder to ignore the material. It was slim fitting, the fabric some sort of cotton of cheap polyester, and a bulletproof strip was sewn on the thighs and forearms. It was uncomfortable. The security, once you became the security, was very weak. All he had to do to get in was swipe "his" badge. All he had to do to open door upon door upon door was keep the visor of his helmet shielding his eyes. Simple. The boots were soft though, and they made no sound against the white tiled floors, no scraping noises or squeaking chirps due to the rain and mud that caused the slick friction. The metal of a gun lay heavily in his hand, and he felt big and clumsy carrying it. He didn't need this metal. Not when he could control it without touch. But what was a guard without his weapons?

* * *

><p><em>E<em>mma Frost could feel him in her mind now. Her hands were frozen above the numerous amounts of silver switches, each carefully labeled and ordered, and although she tried to move she could not.

"Emma? Darling, what's wrong?" Shaw's voice would normally send a shiver down her spine, would make her head feel light. But, when her mind wasn't truly hers any more it filled her with a loathsome disgust.

"It won't work, Shaw. Subtracting energy from all the mutants in these labs won't work. This machine, this dial can only be powered by Xavier. He won't do it. You won't be able to succeed in the world's radiation and mutants reborn. You won't-" His hand collided with Charles' face, snapping his head back against the table, the haunting melody of skin slapping skin echoed around the room. Emma blinked and stumbled rear, fingers flying to her temples.

"He- he was in MY head?" She gasped, eyes wide and frantic, as Shaw connected the leading tubs onto one of the inverted switches.

"I broke his concentration, now get a hold of yourself." He snarled, Charles shifting some on the table.

"To think you could get into her head, how much power do you truly hold?" Charles didn't respond, he just closed his eyes and breathed. Shaw, this machine, it was strange, that this man would go to such lengths for a box of metal. He saw so much in Emma's head, so much wonderful, wonderful thoughts! The labs were created for a sole purpose, finding someone powerful enough to power this machine, this monster, that would turn Sebastian into a walking bomb. The humans, his head reasoned, were inferior. They should be under the mutants, not vise versa. So…Charles' eyes opened slowly, and he turned his head gently to see where the wires connected up to him lead. If he were to destroy that machine, Shaw would be nothing. That's how he gets his power after all.

_T_o destroy it, Charles had to get in it.

* * *

><p><em>T<em>he rain had matted Raven's hair, made it cling in sopping blonde strands to her cheeks and neck, and she sneezed, the cold finally giving in. They had circled the block three times, gone down every alleyway and checked every store wall. There was nothing that signified a back way in. Raven shifted into the form a police officer yet again, and Alex caught her wrist as she began to speed up her walk.

"What the hell are you doing?" He hissed, her wrist slipping out from between his fingers as Raven turned, pointing to the other officer a ways down the street.

"I'm asking for directions."

"Your insane! He won't buy that!" She smiled then, spinning around and cocking her head to the side.

"Why wouldn't he? I'm a guard, leading three mutants to Shaw. Its his job to show me the way in."

"If you work for Shaw you're already supposed to know the way in!" She bit her lip, Alex's argument fair, and turned a glance toward Hank who couldn't make out much of anything from his glasses. So he shrugged.

"I'm going. I'm new, remember?" Without another word she grabbed Sean's shoulder and led him roughly beside her, Alex following hot on her heals. The officer at the end of the street didn't turn or make much of a movement as Raven approached, and it was then that the situation and consequences of such began to dawn on the shape shifter. If they were caught, they would be killed. Raven stalked confidently forward, though there was a sway to her hips that didn't very well resemble that of a man's walk. Alex groaned and shifted some behind Sean, who, out of the instinct of feeling nervous, reached out and grasped Alex's hand in his. The comforting weight and added warmth that shot through his veins gave Sean a sense of comforted security, like he was just covered in a fluffy dry towel. Alex stilled, turned slightly behind him, and gave his smaller pale hand a reassuring squeeze.

Raven swallowed the lump in her throat, swallowed whatever it was she had for dinner back down, and approached the stiller guard. They didn't even turn their head.

"I'm here for Shaw. He said to use the back exit. I can't seem to get through." The guard shuffled some and moved forward, eyes and half of their face shielded by the tinted dark glass visor. They inclined their head to the small metallic box behind him and Raven resisted the urge to grin. Instead, she nodded, and punching in her numbers as she had seen Erik do before, she ushered the mutants in after her as she followed them through the fake brick wall.

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><p><em>•••<em>

**Reviews are greatly appreciated. **


	16. Now or Never

**Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'. **

**A/N: I am SO sorry for the late update, I'm trying to update a new chapter at least once a week now, but school has gotten SO SO SOOOO annoying! Please be patient with my inconsistencies! ):D **

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><p><em> I<em>t was not in Erik's nature to be silent. To be "sneaky". No, he just acted on sheer impulsion whim. It was this whim, this adrenaline that never died, that allowed the guard's guns to turn against them, to have their blood splattered across white washed hallways and clean tiled floors. It was this impulse, this blood pounding feel, that had the nurses cowering, fingers pointing shakily in the directions to the halls leading where he needed to be most. He killed the cameras with the flick of his pinky. He tore up walls and ceilings by the churn of a wrist. He no longer felt the need to be silent. He was going to be heard. Now. That buzzing that he had longed to feel for again. His feet slammed down door after door after door. The metal of the building was all exterior decoration now. He flew down stairs, his shoes slipping and stumbling from the mud and rain still caked into their soles, and his hands steadied him as he picked up his speed. One thought said it all. It wasn't even his, he wouldn't think his own name, and it came with such desperation and shock and Erik stilled for a moment, staggering to a halt in the middle of an abandoned hallway.

_Charles? _

He swallowed, his tongue slowly creeping out to lick at dry lips.

_Charles? _

His thoughts carried a distressed tone then and he turned in circles, eyes dodging everywhere. Where was he to go?

_The hallway to your left, your almost here. Emma's behind the door, Shaw's- _

But the telepath's voice broke off into a droning echo in Erik's mind and he sprinted down his left, a guard stepping out of an office to block his way only to have his head popped off by the metallic helmet he wore. The blood fell like warm wet crimson rain and Erik didn't pause.

_Charles! _

To his left, to his left to his left to his left to his- there! Erik bashed his shoulder against the wide tin door without a moment's hesitation, and it groaned and spluttered on its hinges. He flicked his wrist and the door caved in, crumbled in on itself like paper shriveling under immense heat. He flew it to his right a surprised yelp heard but then the door was flung back and Erik stepped forward as the edge caught his cheek in the perfect motion of a dramatic cut. He felt Emma's presence from the shadows, the dim florescent light flickering green around him.

"Erik?"

He turned, slowly because at the sound of that voice it seemed like all the oxygen was sucked from the room. Erik's whim, his ever-pounding adrenaline, was slowing. He tripped forward, his shoes squeaking in a child like way and his hands reached out, gripping timidly onto the edge of a metal experimentation table. Blue eyes met his. Red lips curved up to a grin. Redder than usual, Erik noticed, blood dried and staining against porcelain chin and cherry red lips, one eye swollen, a sick angry yellow bruise forming. Nose sprouting blood. A cold hand caressed his, and a choking laugh met his ears.

"I heard you from across the hall. You need to know the advantages of stealth."

"Shut up, Charles." There was no bite to his tone, no reprimanding drone. It was the softest sound Charles had heard, and it made his heart swell, his chest beat faster.

"Erik-" The fist came down without warning, diamond crunching down on dark locks and tender skull, and Erik teetered on his heels, vision swimming in the water of his own sweat. What had hit him? A kick to his side sent him reeling, falling to the floor and crashing against a pole, its rustic outer knobbing his ears. Emma stepped forward, her diamond form shining dully under the lights, and her nose sprouted a long spider web crack.

"Erik, I believe." She droned, hand shooting out and ringing him around his neck. Before he could even think about raising his hand she was in his head. It was a stinging of needles and spears, their blades shooting deep and true. It filled every inch of his brain, all the images of Charles. Emma had hit him, had almost broken his nose. Shaw had laid his hands on him, dared to touch his lips, his chest, and his neck. Hands ever feeling. Charles was bleeding, crying once, though no one had touched him but his own mind…

"ENOUGH!" Erik roared, hands flailing out, the pipes and scraps of metal shooting forward, piercing Emma's jewel incrusted skin and cracking in deep. There was a load crash, the sound of falling pots, but Erik paid it no mind, even at the feel of Charles' alarm. Emma had frozen and Erik could feel the weight of something heavy pulling at him, at his powers but with a guttural cry he flung it forward, a large circular device ramming straight into Emma and plowing through the wall. Rubble and ceiling rained down, and he heard Charles gasp as a block of cement crashed by him, rolling off the now dented table and breaking upon the floor. Erik raced over, hands ripping through the buckled cloth that bound Charles before lifting him up, his arms wrapping around his knees and under his shoulders. He ignored the weightless feeling he got from holding Charles. He exited the room in a storm, the walls and ceiling still caving in with pieces falling lost, and he sprinted down the corridor, Charles' head lolling loosely against his chest.

"You're bleeding." He heard the telepath murmur, and a shiver raced up his spine as he felt Charles' lips brush against his jugular. "That was one way to end it." Erik tightened his grip on the man and pushed himself on, his calf's beginning to sting in protest under the added distance and weight.

"End what?" He snarled out, spinning around and darting down another identical hallway. The alarms had long since gone off, their piercing cry frightening and clear.

"That machine, Erik. Cerebro. It was powering Shaw. He was going to revert the world to nuclear waste, hoping that when mutants rose from that he would lead them."

"So why the labs?" Erik wasn't sure if he was processing this well, he didn't feel shocked in the least bit, but he did feel himself begin to slow, his breaths coming out quicker. Charles' fingers played at his jaw, tracing invisible shapes he saw in his flesh. It calmed Erik somehow.

"He needed power. He needed a mutant whose mind was strong enough to handle the strain of making it work."

"You."

"Yes." Charles chuckled bitterly, sniffling some as blood slithered down the back of his throat. "Me."

"But…I destroyed it?"

"Yes, yes my love, you did." Erik felt the blood rush to his cheeks at the new term and he turned his face away, not wanting to see Charles' smug grin.

"Thank you, Erik. For finding me."

"Of course."

There was a moment's silence before Charles pondered:

"Where are the others?"

* * *

><p>"Agh! I hate this!" Raven cried, hands cupping her ears as she raced along, Hank, Alex and Sean trailing dumbfounded behind her. "These alarms are KILLING me! We haven't done anything yet!"<p>

"Raven, shut UP! Do you want them to find us?" Alex hissed, although their stomping feet echoing around the halls was enough to go by than Raven's panicked voice. It certainly helped though.

"I don't care if they find us! By the time they do we'll be unstoppable so how about YOU shut up?"

"Unstoppable?" Hank mused, rushing forward to run side long besides Raven's clacking heeled boots and flowing rushed hair. She nodded exuberantly, eyes burning bright and cheeks flushed with the excitement of newfound danger. Although she complained, Hank could tell she was happy.

"Yeah, I mean, Erik told us to free any mutants we saw! Can you imagine how awesome we'll be?"

"Shouldn't you be a guard again?" Alex shouted above the red blaring lights and alarming noise that came with it. Raven shrugged, stumbling some as she did, but she managed a lopsided quirk of the lips in Alex and Sean's direction.

"Nah. I like being a girl!" Sean looked around them, none of the hallways looking in anyway different then the next, but he knew this one, and he knew where it led. Reaching out he pulled on Alex's sleeve, tugging the teen to a halt beside him and Hank noticed the movement, caught Raven's wrist and spun her around to stare at the two males.

"What?" Alex whispered, the alarms still going but thinking in some way they were quieter than they really appeared. Sean pointed, eyes wide with reckless and hopeful abandon, and Ales followed his finger down down down the narrow winding hallway that led to two wide double doors. They were marked with the letters 3242. A slow predatory grin cut across his handsome features and he turned hands on his hips in a triumphant band.

"Sean here," His hand patted said red head on the shoulder kindly as his eyes sparkled with excitement, "…is a genius! Thank god he has a good memory! It's this way!" And he was off, racing along and pulling Sean hurriedly along beside him. Raven and Hank had no choice but to follow suit.

* * *

><p><em> C<em>harles' eyes took in the ruins, the immeasurable amount of blood. He said nothing, but pressed himself closer to the warm beating heart that laid by his neck.

"Are they all gone?" Erik's gaze turned down, taking in Charles' profile under these terrible lights, his swollen eye facing him.

"Is who go-?" The bullet came from nowhere. It struck out, whizzing past Charles's ear and pinging into the floor behind them. Erik twisted around abruptly, dodging yet another bullet before sending it right back, the small golden object lodging itself into their attacker's throat before the guard fell, helmet smashing open and cracking up blood. Charles lay still for a while, waiting until Erik's heart slowed down and beating at a normal healthy rhythm again before he spoke.

"Erik, you can't fight holding me. Put me down, I can walk." Erik didn't object and Charles slid easily from his arms, and Erik suddenly felt panic rise in him. Charles looked so fragile in this instant, so much like a child that longed to be protected. But when Charles' eyes landed upon his to meet his own Erik took back all of that. His eyes were the eyes of a man, and they shone strong.

"Erik, these alarms signal it. This is it. This is what we've been fighting for. We're so close." He stepped forward, ignoring the blood pooling around his shoes as he stared up into Erik's deep green eyes.

"It's now or never." A slow grin creeped across Erik's face and he sighed, his shoulders slumping in a peaceful calm.

"I say now." And with that he reached out, taking Charles' chin in his hands and turning the telepath's head up, their lips meeting in a sweet slow embrace. Charles moved forward, hands dancing in the short strands of hair that lay on the nape of Erik's neck, and the kiss itself was gentle and bittersweet. Erik tasted Charles' blood on his tongue, felt his warmth and his resolve, and he smiled before pulling away. Charles' smile was blinding, it lit up the halls better than the lights, and the blue-eyed man leaned up again, planting a quick peck to Erik's lips before turning and walking down the hall.

"I say now too." He called out over his shoulder, his chestnut hair sweeping soundly across his forehead.

"Let's end this."

* * *

><p><em>H<em>ank hadn't realized the endless amounts of mutants that were kept here. All with unique abilities, all harboring the same unending hatred for Shaw. They were all standing to fight, all throwing themselves out there to help. The tattoos on their arms shone proud and inky deep, and they ravished through the lines of guards and nurses on every level. They were magnificent. Somewhere down though, Hank was afraid. There were so many, so many who were too lost with severe hungering blood lust that they were killed instantly from their inability to think clearly. He had been separated from Raven after the first twenty mutants they had freed. She had run with them out the doors and out to fight. He hadn't been able to get her attention. Despite all that, despite the fact that they might actually win, something was off. It was far too easy. This was a government-founded facility. There would be an army coming in soon. After all, this was the main lab, the main functioning lab that kept the cities streets "mutant free". It was only a matter of time before they didn't stand a chance anymore.

_ B_ut for now, for this one moment, Hank could pretend that for once in his life he was succeeding in something. Something that was so big he fought the whole world with one hand.

_•••_

**Reviews are greatly appreciated. **


	17. 0:10

**Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'. **

**A/N: Shortest chapter. Sorry 'bout that. I just felt the need to upload this separately from the upcoming chapter. :)**

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><p><em>I<em>t was pure chaos in the simple time span of ten seconds.

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><p><strong>0:10<strong>

_T_here was a storm of mutants. They rushed the streets, the subways, walls, and buildings; there was no getting away.

* * *

><p><strong>0:09<strong>

_S_omewhere underneath the labs a wire had been cut, sparks flying as the lawn and space occupying the facility went up in flames. Red-hot tongues licked at the afternoon air, and the police sirens were heard blaring from miles away.

* * *

><p><strong>0:08<strong>

_T_he National Guard had pulled in, government officials and news reporters catching any mutant they could on the streets. The wall that had hid the lab from the public's view had disappeared, like blood pulsing through a cut.

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><p><strong>0:07<strong>

_T_here were no warnings for the first murders. Some mutants fell as soon as the first bullet tore through their papery thin flesh. When others saw the guards firing, the police letting loose with no restraint, they rushed in like a wave.

* * *

><p><strong>0:06<strong>

_S_haw was nowhere to be found. The halls were overflowing with mutants, guards, civilians who had wandered to close. The man was gone.

* * *

><p><strong>0:05<strong>

_H_alf the lab had vanished, its remains scorched rubble and cement, breaking pipes and reaping flames. Chicago, the city that had once had so much control, was being reduced to nothing more than a raging riot filled mob.

* * *

><p><strong>0:04<strong>

_T_o many casualties to count. No one could even if they wanted to. The sky had been churned black by smoke. Many passed out from suffocation.

* * *

><p><strong>0:03<strong>

_A_larms to stay inside ran off. Helicopters poured in. Cameras caught everything. It was a wild house and the government was finally slipping.

* * *

><p><strong>0:02<strong>

_T_he rain mingled with blood and the streets were dyed red.

* * *

><p><strong>0:01<strong>

_T_he sirens were overrun by screams.

* * *

><p><strong>0:00<strong>

_They all regretted everything. _

* * *

><p><em>•••<em>

**Reviews are greatly appreciated. **


	18. Preview For Final

**Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'. **

**A/N: Preview of the final upcoming chapter. There will be an epilogue, but the last chapter, the final battle, will be upload in one giant chapter of goodness! I love you guys for your reviews, and i give out a special thanks to MirrorFlower and DarkWind for reviewing EVERY chapter! :) Please be patient a while longer my dears! The final chapter is being written as we speak! **

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><p>"I'll kill you!" She spat, one eye shut as blood poured down in a thick menacing gush. "I'llkillyouI'llkillyouI'llkillyouI'llkill-!" The metal pierced through her neck and she gurgled, blood spurting out like a sputtering hose. Her breaths were wet and short. Charles cringed, turning away, as the smoke bellowed out, screams reaching his ears now in obscured abandonment. He heard the metal recoil and felt the soft thud of her body hitting the wrecked speckled tiles. Erik's arms were around them and they were walking again, Erik's jacket coming up like a shield and willing the smoke out of Charles' stinging eyes. It was getting harder and harder to breathe.<p>

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><p><em>•••<em>

**Reviews are greatly appreciated. **


	19. Fighting The Whole World Part 1

**Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'. **

**A/N: One of my loyal reviwers has requested that i upload the big battle in more than one chapters. How can I refuse a fan? So here you go, To Fight The Whole World Part 1…**

* * *

><p><em>C<em>harles latched his arm around Erik's wrist, dragging him through deserted hallways and offices, down to the last standing basement and back up again. He could feel Azazel, the red man who had brought him here somewhere in the air, and he figured Shaw would be close at hand. The smoke was swirling, a thin layer at first around his ankles and then growing greedier as it slithered and snaked upward, tickling his chest and seeking entrance to his nostrils. It was getting harder to breathe.

"Charles, where the fuck are we going?" Erik's voice was coarse, and Charles could feel the burning sensation in his calf's start to weigh down, but he swallowed hard around the ever-consuming smoke and licked his dried lips.

"We're finding Shaw." He croaked, his voice raucous and raw.

"You sound like hell." Erik grumped, his voice matching the roughness of Charles' but carrying a bit clearer vibe. He was taller after all. But smoke rises fast, and as they carried on it just seemed to get deeper.

"Wait-I'll try to find him." Charles let his hand slide from Erik's wrist and he pressed his fingers to his temple, letting his mind open and stretch out. He was expecting the thoughts of others, he was prepared for that with so many people at such a close distance, but what he didn't prepare for was the noise. It was a terrible shrieking, an exploding pain, and it ripped through the tissues of his mind like an ax. He couldn't find his voice, and his hand just fell as he staggered back, tumbling down onto Erik who caught him with practiced ease.

"Charles? What-?" He interrupted Erik with a broken chuckle, wheezing off near the end in mock defeat and guttural pain.

"Too many thoughts. I can't…get a hold-" The metal encased them in a flash. It didn't have time to creak as it melted and formed into the shell casing of an iron egg, the time it took mere seconds. One of Erik's hands left him and was suspended above their heads. Charles' hands were tangled into the fabric of Erik's jacket, and he let the familiar musky scent calm him.

"Erik, what-?"

"GET OUT!" Emma's voice shrieked her words muffled by the metal and the banging of her fists against it. "COME OUT!" Her words broke off in dry raw throated pants, and her banging increased in her paranoia.

"She's lost it." Erik growled, fist jerking some and the metal flew away, shooting out like a snake as it coiled around Emma's bleeding pale body, her diamond form shattering at the contact. Charles sighed as Erik pulled him up, hand hesitating protectively on his waist for a moment before the metal wielder stepped forward toward the broken gem.

"I'll kill you!" She spat, one eye shut as blood poured down in a thick menacing gush. "I'llkillyouI'llkillyouI'llkillyouI'llkill-!" The metal pierced through her neck and she gurgled, blood spurting out like a sputtering hose. Her breaths were wet and short. Charles cringed turning away, as the smoke bellowed out, screams reaching his ears now in obscured abandonment. He heard the metal recoil and felt the soft thud of her body hitting the wrecked speckled tiles. Erik's arms were around him and they were walking again, Erik's jacket coming up like a shield and willing the smoke out of Charles' stinging eyes. It was getting harder and harder to breathe.

"How many mutants did we kill today, Erik?" Charles croaked, blue eyes searching in the hazy air for a familiar green gaze.

"I don't know." Erik murmured, steps quickening as the smoke roared. The two men dropped to their knees, crawling along the crumbling fire licked corridors when the smoke became to thick.

"I don't regret it." Charles whispered, and Erik turned to stare blindly at him.

"Nor do I." He alleged after a while. They both fell silent, their throats raw and red from the exertion of speaking, and they crawled on in their dying triumph.

* * *

><p><em>R<em>aven felt the fear like a corded vice. She had teamed up with two other girl mutants, both as lost as she, and they worked together in trying to get the guard's back. The first girl had brown hair. She didn't know her name. So Raven had given her one. She was shot in the first two minutes. The other girl remembered her name: Rose. She had an interesting gift. She could control your bones. She killed fifty guards, police officers, and civilians in five minutes. A falling building crushed her in six. Raven was alone again.

Dust caked under her nails like clay, and she had experienced her first punch. A police officer had lost his gun. His hand had shot out instead, slamming into her jaw and making her gums bleed, her brain rattle. It was an exhilarating experience. She had jumped up; spun around and wrapped her feet curved blue around his neck. One little snap and he had fallen. It was only when she spotted Azazel now, red mixed in with dull mortal colors, and his blue clear eyes had landed on her, had she felt fear. He was behind her in an instant, hands up around her neck and tail swinging in front of her face.

"People often mis-place the heart." He droned his voice dipped in a deep Russian rooted accent. "They believe it is on the left side of your chest." His tail scraped a deep gash over the left of her breast and she writhed, trying to scratch his skin to make him release her. He didn't move when her nails tore through him. Only continued. "It is here." He whispered, tail marking in between her chest and a little down in the same manner he did before. "It is here." And his tail whipped back and shot forward, and Raven didn't know what to do so she screamed.

When she felt the warm red blood splatter across her face she stopped. She felt no pain. Her heart was still beating, loud and shrill in her ears. Blonde short hair obscured her vision and the shield before her groaned before the tail was pulled violently out and the barrier collapsed. Raven's heart turned inside out. Her blood ran bitter. Her skin prickled. She couldn't think. Her eyes studied the crumbled bleeding body before her with paralyzed shock.

"Alex?"

* * *

><p><em>H<em>ank had lost his glasses in the confusion. He assumed he had stepped on them in the process of racing forward to find Sean, who, surprisingly, was not with Alex. The officials had calmed down most of the mutants in the area where he was, promising safe refuge and to relocate them to their families. Turns out the labs were known, but only as a spreading rumor. Mutants were though to live in the mountains of Utah and Kentucky.

Ridiculous.

_T_he smoke was wafting through the air like water would in rain. Helicopters tried in vain to capture footage of the riot bellow. Fire trucks and some specialized water type mutants were trying to put out the fire. Hank had yet to see Raven. He had asked around, but had been too nervous to head up the street some ways into the midst of the brawl. With Sean though, pulling at his sleeve, and dragging him along it was somewhat easier.

_T_hey arrived through the rubble, some humans ran at them fumbling with bandages and water but Hank politely brushed them away. At least some mortals were on their side.

_H_ank's bare feet scratched against charred brick and slick cement, and he kept his head down as a wave of rock soared over him and latched onto a nearby helicopter. It crashed to the ground, propeller swiveling and bending and breaking through. Hank had only spotted Azazel after he had grabbed Raven. He raced forward without thinking, but a mutant crashed into him and knocked them both to the ground. Panic tore through him as he carelessly pushed the lifeless body off of him and stood, preparing to run at Azazel again as his tail zipped up.

_Alex beat him to the punch._

_H_ank wished he had attacked. But then he remembered Raven would be blown to bits in fire as well and rethought his previous analogy. As Alex fell Hank rushed over, roaring like a beast and reached out, nails tearing through Azazel's skin and with a shout Raven pulled free from his hold. Raven rushed to Alex's side and Hank to Raven's but it was the scream that shattered the air and tore all things away that brought them back again.

_A_zazel was blown back, spiraling through the air, and as the red mist began to surround him again he collided with a building, head bursting open like a grape. His body buckled and he fell, hitting the burnt rubble ground with a sickening crunch. There were mutants running all around them, some coming up to stand by Hank and Raven and spit at them to stop wallowing and fight back. Sean stood rock still in the center of it all, finding no breath to breathe and no motivation to move forward. He could see the blood on Raven's hands from where he was standing; she was pressing them frantically against the hole in Alex's chest. Hank was rubbing at his eyes, hand caressing Raven's shoulder in a comforting motion as tears and soul shattering sobs escaped her.

_S_ean dipped his head down, staring at his empty hands and remembering how well Alex's had fitted perfectly into his. He let the tears fall.

"Goodbye Alex." He choked out, his voice rough and hoarse and so unbearably raw, but no one could hear him over the shouts to stop and the tumbling of brick and stone.

* * *

><p><em> C<em>harles hadn't realized when it happened.

In truth, he wasn't exactly sure where they were or had been going. But he had felt it all the same, that familiar sickening buzz of a presence. His hand shot out and he willed Erik to stop. They stood there for some time, surrounded by nothing but white white walls, until Charles spoke again.

"He's here." Erik stiffened, blood roaring in his veins and he couldn't keep the uncontrolled excitement and wrath from his eyes.

"Where?" He rasped, turning around and around and around again, as though by doing so the man they had been looking for would appear.

"I felt him for only a moment. I think he knows Emma's dead. She was his tool anyway but…" Charles let his fingers rest on his temple again and he took a deep breath, making sure his resolve was steel. He opened up his mind. In an instant Alex's death poured into his head and he gasped, stumbling some when he saw Azazel fly through the air and collapse again to the ground. These were the most prominent thoughts? He swallowed the lump in his throat and tried to push past that, past the recaps of what happened moments before, as the ringing grew intensely worse.

"Charles? What's happening?" Charles just shook his head; if he spoke he might loose it- the concentration he had finally achieved. Erik recognized the hint and fell silent. Charles could feel a slight prickle; a prick underneath the layers but it was gone as soon as it had arrived. He knew where it came from though, and without a word to Erik he ran in that direction.

* * *

><p><em>•••<em>

**Reviews are greatly appreciated. **


	20. Fighting The Whole World Part 2

**Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'. **

**A/N: One of my loyal reviwers has requested that i upload the big battle in more than one chapters. How can I refuse a fan? So here you go, To Fight The Whole World Part 1…**

* * *

><p><em> "Charles? What's happening?" Charles just shook his head; if he spoke he might loose it- the concentration he had finally achieved. Erik recognized the hint and fell silent. Charles could feel a slight prickle; a prick underneath the layers but it was gone as soon as it had arrived. He knew where it came from though, and without a word to Erik he ran in that direction. <em>

* * *

><p><em>S<em>haw's presence was a pulsating, vibrating energy, and although it was only a short spurt of uncontrolled power it led Charles right to him. He hadn't noticed Erik behind him, his arm wrapping around his waist and pulling him close before the young set telepath fell down the gaping hole that used to house flights of stairs. Charles chuckled in exhaustion and worded his thanks, noticing how Erik's grip tightened and his eyes narrowed dark blazing green at the haggard looking man before them. Charles followed his gaze, pulse spiking as his ice-cold eyes landed upon Shaw, whose helmet was cracked down the middle and a thin trail of blood and small glass made cuts lined his skin. Erik's mind was surprisingly calm, and Charles matched his ecstatic breathing with his love's steady breaths, feeling the clam settle like a veil down on him.

"You found me quick." Sebastian snarled, all playful dosed from his eyes and tone, and Erik just let his shark toothed grin shine.

"Let's get this over with, Charles." The all to familiar "r" rolled in with the "l" and Charles couldn't help of the feeling of final desperation and bittersweet sadness take him.

_Erik, if one of us should die- _

_ Don't go there, Charles. Not yet. _

_ But Erik, I want you to know- _

_E_rik's hand reached out, fingers intertwining with Charles' pale ones and he held his hand tight.

"Don't go there, Charles." His words were soft spoken and cruel, and Charles felt his heart falter at the expression on Erik's face. They both realized it then. Even if they did kill Shaw, they were the cause of all this. There's no way they'd be able to make it out of here without some crucial punishment. Charles smiled kindly, nodding to Erik who sprinted forward, a guttural snarl coming forth his mouth, and his hand slipped out of Charles', their fingers caressing in one last delicate farewell.

* * *

><p><em>R<em>aven attacked any guard who stirred, any mutant who tried to attack them out of blind fitted uncontrollable rage. She never released her grip upon Hank.

* * *

><p><em>S<em>ean had lifted up Alex's flaccid body, maneuvering his way through the mesh of bodies and blood. He settled for a large stone welded building, setting Alex's body down and resting the blonde haired teens head on his lap. He was finally able to mourn in silence. He didn't like fighting anyway.

* * *

><p><em>S<em>haw was quick witted and powerful, and all the metal that Erik threw was rejected by a pulsating light, a throbbing energy that sent them all back. Charles ducked as a pipe swung recklessly by, smashing into the white wash dry wall and bringing a chunk of the crumbling burnt ceiling down. He coughed as the smoke billowed up, pressed his fingers to his temple in the most frantic sort of move he had ever made, trying desperately to squeeze through the crack in the helmet and into Shaw's head. Erik shouted in frustration, coughing and sputtering on his feet as Shaw stared tiredly down upon him, eyes holding something along the lines and features of boredom.

"You're a disappointment. Both of you. I expected more, something more amusing and vigorous than this." He clicked his tongue in mocking sadness, holding out his hand and shooting out a point of orange light, hitting Erik by his shoulder and sending the man flying back. Charles reached his arms out to catch him, the immediate impact much more severe than he had expected and they both tumbled back.

"Urgh, **FUCK**!" Erik growled, picking himself up from under Charles and spitting out the dirt that had found its way into his mouth. Charles' eyes found Erik's shoulder, the skin tattered and pushed repulsively back, the muscle pink and wet and pulsing beneath.

"Erik, your shoulder-!"

"Charles, I'm going to break the helmet off. When that happens I need you to get inside his head. If you can freeze him, do it. If not at least try to wipe his slate clean." Erik's jaw was set tight, his eyes gazing headstrong forward and Charles sighed, nodding softly as he heard Erik's shoes scrape against the gravel covered lab's floor, the metal wielding mutant shooting off and up toward Sebastian. It was hard to watch, Charles concluded, Erik flinging every piece of metal he could forward and having it tossed away like paper. There were some that landed, one that smacked against the crack precisely and snapping Shaw's head back, a trickle of blood and wheezing laugh soon following. The crack had defiantly grown, gotten more loosened up and waning, but Shaw himself was still as un-wielding. Without that helmet Charles could actually be of some use. Until then he'd have to wait…

* * *

><p><em>B<em>lood filled Erik's mouth and his body burned as he was knocked back again, the metal surrounding him in a basket to stop his collision with the ground. His head was ringing and he felt Charles swoop back in an attempt to clear it up. That helmet was almost broken, held together by nothing to very little, and Erik took a deep breath before rising himself again. There wasn't much time for him left; he could feel every bone in his body creaking in protest whenever he attempted to move. The metal ringed deathly around him, the pipes, street linings, inner built walls, gates…anything he could connect with. Shaw studied his surroundings, smiling softly as he gazed warily down at Erik and Charles. A slow chilling whistle sounded from between his lips, and the tune ran Charles' blood cold.

"Three minutes…"

_E_rik shifted nervously, warily, the metal rising up and slamming into Shaw, who had raised his arms in the lax of a little to late. The helmet broke off, shattering like a grey vase and Charles seized his moment. Shaw went rigid and frightfully still and the metal cut through his skin, bone and muscle like a nail through tissue paper.

_Three minutes, and we'll all go up in a bang! _

_S_haw's dying thoughts rang through Charles head and he snapped back, rising to his feet and reached his hands out to Erik in a mad man's cry.

"Erik! We must go! He's going to blow it up! We've only got two minutes!" Erik fell to Charles' side, eyes wide and the triumphant smile on his face soon was erased.

"What? Blow it up? Blow what-?"

"EVERYTHING! Everything that's around us, everything where the lab was! We must go!" Erik didn't hesitate. He grabbed Charles and they ran, feet slamming against the broken tiles and crumbling walls and Charles felt the counting seconds tick away in his mind. They didn't have much time.

"Four…"

_E_rik shot a look at Charles, whose glass blue eyes were misted over in tranquil, tear stained eyes.

"Three…"

_E_rik faltered in his steps, hand reaching out to brush away a lone tear that had fallen down Charles' flushed cheek. The telepath turned to him, eyes once wide but now at ease.

"Two…" Erik smiled softly, pulling Charles into his arms with wanton heartbreaking command. "I'll never let you go…" He murmured against Charles' tangled chestnut hair and the one ticked by and down like a deaths ending in Charles' head.

* * *

><p><em>T<em>he blast was loud and it rumbled like a lion's cannon roar. It stretched wide and thin and the smoke was thicker and hotter than anything before. Raven stumbled to her feet, blood dripping from her knuckles as she swayed, wide eyed and ice cold in the after math of the fiery explosion. She fell forwards, her knees knocking against asphalt and Hank staggered beside her, her grip on his hand never once loosening.

"No…" She croaked, tears falling like rain down her face, her throat tight and unbearably raw.

"CHARLES!" She screeched, a blast of smoke shrouding her eyes and making her choke, Hank's arms coming up and wrapping protectively around her. Rubble and ash flew towards them and Raven tried desperately to control her frantic, un-trimmed breathing.

"Fuck…Charles, you bastard." She blubbered, burying her face in the bloody confines of Hanks ripped shirt. "You better not be leaving me…" Her lips moved in distressed unspoken rants, the dying ash and smoke raining down, turning the city black…

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><p><em>•••<em>

**Reviews are greatly appreciated. **


	21. The Game is Won

**Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'. **

**A/N: Thank you all for your wonderful reviews and never ending support. I will miss all your wonderful comments. Thank you so much for reading my story, it's dedicated to you. **

* * *

><p><em>I<em>t took Chicago seventeen months to fix the crumbled streets back to the way they were. Another sixteen for repairing the walls of damaged buildings. Some mutants were caught and put in jail for their crimes. So were humans. Raven, Hank and Sean had rented out a wide airy penthouse just outside of the bustling city. Their parents had decided to send them money under anonymous addresses. Hank had been getting some work done in the government concerning mutant rights. Raven was saving up to open a clothing line. Sean was learning how to get his voice back. He had begun to go to school. Raven often walked through the streets at night, something Charles once told her never to do. In an alleyway, deserted and crumbling, right by an old candy shop, she'd leave a board and set up a game of chess. She always hoped it would be played with in the morning. So far it hadn't been touched.

_R_aven didn't like living under the impression of false hope. So she accepted the fact that Erik and Charles had died together over a year ago. Still, she set up the board, and continued to check it every morning on her way to work.

* * *

><p><em>T<em>oday, it was sunny. The clouds were full and open, their fluffy open white arms expanding out over a dawn touched sky. Raven strode on slowly, her boots clacking against the cement, and her nails, newly painted, reflected the rising of a fresh awakening sun. She carried a skip to her step, her hair bouncing along with her, her arms warm and uncovered, her old tattoo grimacing up at her. She remembered when she and Charles had run this path, up the winding streets and through deserted walks. How long ago had that been? She faltered, her steps slowing as she approached the alleyway, dappled and still teeming with shadows. But her eyes amber eyes followed a ray of lone sun, illuminating a space close to the resounding chessboard. She walked forward, her purse soon slipping from her grip as she studied the game set. There was a rook placed just so under a queen, the metal pieces had been bent and molded into the shape and delicate article of a rose, her favorite flower.

_T_he game had been completed, two kings left standing on the same side of the board...

…_A_nd Raven released a breath she hadn't known she had been holding for thirty three months…

_•••_

_**Fin. **_


End file.
